World Omni Auto Trust 2023-A Navigates Trustee Legal Headwinds

TL;DR

**World Omni Select Auto Trust 2023-A's 10-K reveals a stable auto loan portfolio, but watch U.S. Bank's unrelated legal woes for potential ripple effects on trustee reliability.**

AI Summary

World Omni Select Auto Trust 2023-A, a securitization entity, filed its 10-K for the fiscal year ended December 31, 2025, indicating no significant changes in its business operations or financial performance metrics like revenue or net income, as these are not applicable to a pass-through trust. The Trust confirmed that no single obligor represents 10% or more of its pool assets, and no external credit enhancement provider is significant enough to require separate financial disclosure. A key risk highlighted is the ongoing legal proceedings involving U.S. Bank National Association, the parent of the Indenture Trustee, specifically regarding residential mortgage-backed securities (RMBS) and student loan trusts, though U.S. Bank denies liability and is vigorously contesting these claims. The Trust's strategic outlook remains focused on the administration of its auto loan receivables, with World Omni Financial Corp. acting as the primary servicer and originator, and both the servicer and indenture trustee reporting no material noncompliance with servicing criteria under Regulation AB.

Why It Matters

This 10-K provides crucial transparency for investors in World Omni Select Auto Trust 2023-A's asset-backed securities, confirming the stability of the underlying auto loan pool with no single obligor concentration exceeding 10%. The ongoing legal challenges faced by U.S. Bank, the parent of the Indenture Trustee, in unrelated RMBS and student loan cases, introduce a potential, albeit indirect, reputational and operational risk to the trust's administration. While U.S. Bank denies liability, these proceedings could impact investor confidence in the broader securitization market, especially concerning trustee oversight. For employees of World Omni Financial Corp., the filing reinforces their role as servicer and originator, with no identified compliance issues, maintaining operational stability in a competitive auto finance landscape.

Risk Assessment

Risk Level: medium — The risk level is medium due to the ongoing legal proceedings involving U.S. Bank National Association, the parent of the Indenture Trustee, as detailed in Item 1117 of Regulation AB. These lawsuits, concerning RMBS and student loan trusts, allege failures by U.S. Bank in its trustee capacity, which, while not directly related to World Omni Select Auto Trust 2023-A, could impact the Indenture Trustee's operational focus or reputation, potentially affecting the Trust indirectly.

Analyst Insight

Investors should monitor the progress of the legal proceedings against U.S. Bank National Association, the parent of the Indenture Trustee, as these could signal broader systemic risks in trustee performance or lead to increased scrutiny on all securitization trusts. While the Trust's direct assets appear stable, this indirect risk warrants careful observation for any potential impact on the Indenture Trustee's ability to fulfill its obligations.

Key Numbers

• 10% — maximum percentage of pool assets represented by a single obligor (No single obligor represents 10% or more of the pool assets held by the Trust, indicating diversification.)
• 2025 — fiscal year ended (The 10-K covers the fiscal year ended December 31, 2025.)
• 2026-03-23 — filing date (The 10-K was filed on March 23, 2026.)
• 2018-03-09 — date of NCMSLT Action filing (The lawsuit against U.S. Bank concerning student loan trusts was filed on March 9, 2018.)
• 100% — ownership interest in the Trust (The Depositor has acquired a 100% ownership interest in the Trust through its purchase of the Certificates.)

Key Players & Entities

• World Omni Select Auto Trust 2023-A (company) — issuing entity
• World Omni Auto Receivables LLC (company) — depositor
• World Omni Financial Corp. (company) — sponsor, originator, and primary servicer
• U.S. Bank Trust Company, National Association (company) — indenture trustee
• U.S. Bank National Association (company) — parent of the Indenture Trustee, facing legal proceedings
• Michael Hollis (person) — Group Vice President and Assistant Secretary of World Omni Financial Corp.
• PricewaterhouseCoopers LLP (company) — independent registered public accounting firm for World Omni Financial Corp.
• Ernst & Young LLP (company) — independent registered public accounting firm for U.S. Bank National Association and U.S. Bank Trust Company, National Association
• Delaware Court of Chancery (regulator) — court handling the NCMSLT Action
• Regulation AB (regulator) — governing regulation for servicing criteria compliance

FAQ

Risk Factors

• Litigation Involving Indenture Trustee Parent [medium — legal]: The Trust's Indenture Trustee, U.S. Bank National Association, is involved in ongoing legal proceedings related to residential mortgage-backed securities and student loan trusts. While U.S. Bank denies liability and is contesting these claims, the outcome could potentially impact the trustee's operational capacity or reputation, indirectly affecting the Trust.

Industry Context

The auto loan securitization market is a significant component of the broader structured finance industry. It relies on the consistent performance of auto loan receivables to generate cash flows for investors. Key trends include evolving credit standards, interest rate sensitivity, and regulatory oversight. Competition among originators and servicers like World Omni Financial Corp. is driven by portfolio performance, servicing efficiency, and the ability to access capital markets.

Regulatory Implications

The Trust operates under the framework of Regulation AB, requiring adherence to specific disclosure and reporting standards for asset-backed securities. Any noncompliance with these regulations could lead to penalties or reputational damage. Furthermore, the legal proceedings involving the Indenture Trustee, U.S. Bank, introduce a layer of indirect regulatory scrutiny.

What Investors Should Do

1. Monitor U.S. Bank litigation developments.
2. Review Servicing Reports for compliance.
3. Assess diversification of the asset pool.

Key Dates

• 2023-03-09: Underwriting Agreement dated — Establishes the terms for the initial offering and sale of securities related to the Trust.
• 2023-03-15: Sale and Servicing Agreement and Indenture dated — Defines the operational framework for the Trust, including the roles of the servicer and the terms of the debt issuance.
• 2026-01-13: Omnibus Amendment to Sale and Servicing Agreement dated — Indicates a modification to the servicing agreement, potentially affecting operational procedures or terms for the Trust.
• 2024-12-04: Depositor's Form SF-3 filed — Includes key formation and amendment documents for the Depositor, which is integral to the Trust's structure.
• 2025-12-31: Fiscal year end — Marks the end of the reporting period for the 10-K filing.
• 2026-03-23: 10-K filing date — The date the annual report was officially submitted, providing the latest overview of the Trust's status.

Glossary

Securitization Entity

A legal entity created to pool assets and issue securities backed by the cash flows from those assets. (World Omni Select Auto Trust 2023-A is a securitization entity whose primary function is to hold auto loan receivables and issue securities.)

Pass-through Trust

A type of trust where the principal and interest payments collected from the underlying assets are passed directly to the security holders. (This describes the fundamental structure of the Trust, indicating that it does not retain earnings or engage in active investment management.)

Obligor

An individual or entity that owes a debt or obligation. (In the context of the Trust, obligors are the borrowers of the auto loans within the asset pool.)

Indenture Trustee

A financial institution appointed to act on behalf of bondholders, ensuring the issuer complies with the terms of the indenture agreement. (U.S. Bank National Association serves as the Indenture Trustee for this Trust, making its legal standing a relevant factor.)

Regulation AB

A set of rules issued by the SEC governing the disclosure and reporting requirements for asset-backed securities. (Compliance with Regulation AB, particularly regarding servicing criteria, is essential for the Trust's reporting and investor confidence.)

Depositor

The entity that transfers assets into a trust for securitization and typically purchases the securities issued by the trust. (The Depositor has a 100% ownership interest in the Trust, highlighting its central role in the securitization structure.)

Servicer

The entity responsible for managing the underlying assets, including collecting payments, handling delinquencies, and performing other administrative tasks. (World Omni Financial Corp. is the primary servicer, and its adherence to servicing criteria is critical for the Trust's operations.)

NCMSLT Action

Refers to legal actions concerning National Collegiate Student Loan Trusts, specifically mentioned in relation to U.S. Bank. (This highlights a specific legal risk associated with the Indenture Trustee, U.S. Bank.)

Year-Over-Year Comparison

This 10-K filing for the fiscal year ended December 31, 2025, indicates no significant changes in the Trust's core operations, as expected for a pass-through securitization entity. Revenue and net income are not applicable metrics for this structure. The primary point of continuity is the confirmation of no material noncompliance with servicing criteria by the servicer and indenture trustee. The key risk factor concerning litigation involving the Indenture Trustee's parent company remains a persistent concern, with no new material developments reported in this filing that alter the previously identified risk.

Filing Documents

• tm261230d16_10k.htm (10-K) — 70KB
• tm261230d16_ex31-1.htm (EX-31.1) — 7KB
• tm261230d16_ex33-1.htm (EX-33.1) — 70KB
• tm261230d16_ex33-2.htm (EX-33.2) — 41KB
• tm261230d16_ex34-1.htm (EX-34.1) — 8KB
• tm261230d16_ex34-2.htm (EX-34.2) — 6KB
• tm261230d16_ex35-1.htm (EX-35.1) — 5KB
• tm261230d16_ex34-1img001.jpg (GRAPHIC) — 3KB
• tm261230d16_ex34-2img001.jpg (GRAPHIC) — 3KB
• 0001104659-26-033276.txt ( ) — 217KB

Business

Item 1. Business. Not Applicable.

Risk Factors

Item 1A. Risk Factors. Not Applicable.

Unresolved Staff Comments

Item 1B. Unresolved Staff Comments. None.

Cybersecurity

Item 1C. Cybersecurity. Not Applicable.

Properties

Item 2. Properties. Not Applicable.

Legal Proceedings

Item 3. Legal Proceedings. Not Applicable.

[Reserved]

Item 4. [Reserved]. Substitute Information Provided in Accordance with General Instruction J to Form 10-K:

(B) OF REGULATION AB. SIGNIFICANT OBLIGORS OF POOL ASSETS

ITEM 1112(B) OF REGULATION AB. SIGNIFICANT OBLIGORS OF POOL ASSETS (FINANCIAL INFORMATION). No single obligor represents 10% or more of the pool assets held by World Omni Select Auto Trust 2023-A (the "Trust").

(B)(2) OF REGULATION AB. CREDIT ENHANCEMENT AND OTHER

ITEM 1114(B)(2) OF REGULATION AB. CREDIT ENHANCEMENT AND OTHER SUPPORT, EXCEPT FOR CERTAIN DERIVATIVES INSTRUMENTS (INFORMATION REGARDING SIGNIFICANT ENHANCEMENT PROVIDERS). No entity or group of affiliated entities provides any external credit enhancement or other support with respect to either payment on the pool assets held by the Trust or payments on the notes (the "Notes") or certificates (the "Certificates") issued by the Trust.

(B) OF REGULATION AB. CERTAIN DERIVATIVE INSTRUMENTS

ITEM 1115(B) OF REGULATION AB. CERTAIN DERIVATIVE INSTRUMENTS (FINANCIAL INFORMATION). Based on the standards set forth in Item 1115(b) of Regulation AB, no information is required in response to this item.

OF REGULATION AB. LEGAL PROCEEDINGS

ITEM 1117 OF REGULATION AB. LEGAL PROCEEDINGS. The following events have been brought to our attention by U.S. Bank Trust Company, National Association, in its capacity as indenture trustee (the “Indenture Trustee”): U.S. Bank National Association (“U.S. Bank”), which is the parent of the Indenture Trustee, and other large financial institutions have been sued in their capacity as trustee or successor trustee for certain residential mortgage backed securities ("RMBS") trusts. The complaints, primarily filed by investors or investor groups against U.S. Bank and similar institutions, allege the trustees caused losses to investors as a result of alleged failures by the sponsors, mortgage loan sellers and servicers to comply with the governing agreements for these RMBS trusts. Plaintiffs generally assert causes of action based upon the trustees’ purported failures to enforce repurchase obligations of mortgage loan sellers for alleged breaches of representations and warranties, notify securityholders of purported events of default allegedly caused by breaches of servicing standards by mortgage loan servicers and abide by a heightened standard of care following alleged events of default. U.S. Bank denies liability and believes that it has performed its obligations under the RMBS trusts in good faith, that its actions were not the cause of losses to investors, that it has meritorious defenses, and it has contested and intends to continue contesting the plaintiffs’ claims vigorously. However, U.S. Bank cannot assure you as to the outcome of any of the litigation, or the possible impact of these litigations on the trustee or the RMBS trusts. On March 9, 2018, a law firm purporting to represent fifteen Delaware statutory trusts (the “DSTs”) that issued securities backed by student loans (the “Student Loans”) filed a lawsuit in the Delaware Court of Chancery against U.S. Bank in its capacities as indentu

Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities

Item 5. Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities. Not applicable.

Management’s Discussion and Analysis of Financial Condition and Results of Operations

Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations. Not applicable.

Quantitative and Qualitative Disclosures About Market Risk

Item 7A. Quantitative and Qualitative Disclosures About Market Risk. Not applicable.

Financial Statements and Supplementary Data

Item 8. Financial Statements and Supplementary Data. Not applicable.

Changes In and Disagreements With Accountants on Accounting

Item 9. Changes In and Disagreements With Accountants on Accounting and Financial Disclosure. Not applicable.

Controls and Procedures

Item 9A. Controls and Procedures. Not applicable.

Other Information

Item 9B. Other Information. No other information.

Disclosure Regarding Foreign Jurisdictions that Prevent Inspections

Item 9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections. Not applicable. PART III

Directors, Executive Officers and Corporate Governance

Item 10. Directors, Executive Officers and Corporate Governance. Not applicable because there are no directors or executive officers of the registrant.

Executive Compensation

Item 11. Executive Compensation. Not applicable.

Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters

Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters. Not Applicable.

Certain Relationships and Related Transactions, and Director Independence

Item 13. Certain Relationships and Related Transactions, and Director Independence. Not applicable.

Principal Accountant Fees and Services

Item 14. Principal Accountant Fees and Services. Not applicable. Substitute Information Provided in Accordance with General Instruction J to Form 10-K:

OF REGULATION AB. AFFILIATIONS AND CERTAIN RELATIONSHIPS

ITEM 1119 OF REGULATION AB. AFFILIATIONS AND CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS. The Sponsor is the originator, as contemplated by Item 1110 of Regulation AB, of all of the pool assets owned by the Trust. The Sponsor is also the primary servicer. The Depositor is a wholly-owned subsidiary of the Sponsor and, therefore, a wholly-owned subsidiary of the originator and the primary servicer. Through its purchase of the Certificates, the Depositor has acquired a 100% ownership interest in the Trust; therefore, the Trust is an affiliated party of the Depositor and, indirectly, of the Sponsor (including in its role as originator and primary servicer). The Indenture Trustee is not affiliated with any of the Sponsor (including in its role as originator and primary servicer), the Depositor or the Trust. There are no significant obligors, external enhancement or support providers, or other material parties related to the Notes or Certificates. In addition, there are no business relationships, agreements, arrangements, transactions or understandings outside the ordinary course of business or on terms other than would be obtained in an arm's length transaction with an unrelated party, apart from the transaction involving the issuance of the Notes and Certificates by the Trust, between the Sponsor, the Depositor or the Trust and any of the parties mentioned in this Item.

OF REGULATION AB. COMPLIANCE WITH APPLICABLE SERVICING CRITERIA

ITEM 1122 OF REGULATION AB. COMPLIANCE WITH APPLICABLE SERVICING CRITERIA. The Sponsor (in its role as servicer) and the Indenture Trustee (collectively, the "Servicing Parties") have each been identified by the registrant as parties participating in the servicing function with respect to the asset pool held by the Trust. Each of the Servicing Parties has completed a report on an assessment of compliance with the servicing criteria applicable to it under Item 1122 of Regulation AB (each, a "Servicing Report"), which Servicing Reports are attached as exhibits to this Form 10-K. In addition, each of the Servicing Parties has provided an attestation report (each, an "Attestation Report") by one or more registered public accounting firms, which reports are also attached as exhibits to this Form 10-K. Neither of the Servicing Reports prepared by the Servicing Parties, or the corresponding Attestation Reports, has identified any material instance of noncompliance with the servicing criteria applicable to the respective Servicing Party.

OF REGULATION AB. SERVICER COMPLIANCE STATEMENT

ITEM 1123 OF REGULATION AB. SERVICER COMPLIANCE STATEMENT. The Sponsor (in its role as servicer) has been identified by the registrant as servicer with respect to the asset pool held by the Trust. The Sponsor has completed a statement of compliance (a "Compliance Statement"), signed by an authorized officer of the Sponsor. The Compliance Statement is attached as an exhibit to this Form 10-K. PART IV

Exhibits, Financial Statement Schedules

Item 15. Exhibits, Financial Statement Schedules. (a)(1) Not applicable. (a)(2) Not applicable. (a)(3) See Item 15(b) below. (b) The following documents are included as part of, or incorporated by reference to, this annual report: Exhibit No. 1.1 Underwriting Agreement, dated as of March 9, 2023, relating to the Trust. Incorporated by reference to Exhibit 1.1 to the Registrant’s Current Report on Form 8-K, Registration File Number 333-261470-06, filed with the Commission on March 13, 2023. 3.1 Certificate of Formation of the Depositor. Incorporated by reference to Exhibit 3.1 to the Registrant’s Form SF-3, Registration File Number 333-283578, filed with the Commission on December 4, 2024. 3.2 Certificate of Amendment of Certificate of Formation of the Depositor. Incorporated by reference to Exhibit 3.2 to the Registrant’s Form SF-3, Registration File Number 333-283578, filed with the Commission on December 4, 2024. 3.3 Limited Liability Company Agreement of the Depositor. Incorporated by reference to Exhibit 3.3 to the Registrant’s Form SF-3, Registration File Number 333-283578, filed with the Commission on December 4, 2024. 3.4 Amendment No. 1 to Limited Liability Company Agreement of the Depositor. Incorporated by reference to Exhibit 3.4 to the Registrant’s Form SF-3, Registration File Number 333-283578, filed with the Commission on December 4, 2024. 3.5 Amendment No. 2 to Limited Liability Company Agreement of the Depositor. Incorporated by reference to Exhibit 3.5 to the Registrant’s Form SF-3, Registration File Number 333-283578, filed with the Commission on December 4, 2024 . 4.1 Sale and Servicing Agreement, dated as of March 15, 2023, relating to the Trust. Incorporated by reference to Exhibit 4.1 to the Registrant’s Current Report on Form 8-K, Registration File Number 333-261470-06, filed with the Commission on March 15, 2023. 4.2 Amendment No. 1 to Sale and Servicing Agreement, dated as o

Form 10-K Summary

Item 16. Form 10-K Summary. None.

SIGNATURES

SIGNATURES Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. World Omni Select Auto Trust 2023-A By: World Omni Financial Corp., as Servicer on behalf of the Trust Date: March 23, 2026 /s/ Michael Hollis Michael Hollis Group Vice President and Assistant Secretary (Senior officer in charge of the servicing function) World Omni Financial Corp. (Servicer on behalf of the Trust) Supplemental Information to be Furnished With Reports Filed Pursuant to Section 15(d) of the Act by Registrants Which Have Not Registered Securities Pursuant to Section 12 of the Act. No annual report or proxy materials have been sent to security holders and no such report or proxy materials are to be furnished to security holders subsequent to the filing of this Annual Report on Form 10-K.

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View this 10-K filing on SEC EDGAR