BMW Lease Trust Reports Clean Servicing, Trustees Face RMBS & Student Loan Suits

TL;DR

**BMW's lease trust is operationally sound, but watch the trustees – their unrelated legal woes could signal broader systemic risks for ABS investors.**

AI Summary

The BMW Vehicle Lease Trust 2024-1, a securitization entity, filed its 10-K for the fiscal year ended December 31, 2025, indicating no single obligor represents 10% or more of its asset pool and no external credit enhancement or derivative instruments exceed 10% of cash flow support. The trust, sponsored by BMW Financial Services NA, LLC, reported no material instances of noncompliance with servicing criteria by either BMW Financial Services NA, LLC or U.S. Bank Trust Co. for the 2025 reporting period. However, the filing details ongoing legal proceedings against U.S. Bank N.A. and BNY Mellon, acting as trustees in unrelated residential mortgage-backed securities (RMBS) and student loan trusts, alleging failures to enforce obligations and notify securityholders. Additionally, Wilmington Trust, National Association, the owner trustee for BMW Vehicle Lease Trust 2024-1, was served with a civil complaint on February 3, 2026, for unspecified damages related to Tricolor Holdings, LLC asset-backed securitization transactions, which WTNA intends to vigorously defend.

Why It Matters

This 10-K provides transparency into the operational health of BMW Vehicle Lease Trust 2024-1, a key component of BMW's financing ecosystem. While the trust itself shows no servicing compliance issues, the ongoing legal challenges faced by its trustees, U.S. Bank N.A., BNY Mellon, and Wilmington Trust, National Association, in other securitization contexts could introduce reputational or operational risks, potentially impacting investor confidence in the broader asset-backed securities market. Investors in BMW's securitized products should monitor these legal developments, as adverse outcomes for these major financial institutions could ripple through the trustee services industry, affecting competitive dynamics and potentially increasing costs for future securitizations.

Risk Assessment

Risk Level: medium — The risk level is medium due to the legal proceedings against the trust's service providers, U.S. Bank Trust Company, National Association, and Wilmington Trust, National Association. While the filing states these are not material to the BMW Vehicle Lease Trust 2024-1, the ongoing lawsuits against U.S. Bank N.A. regarding RMBS and student loan trusts, and the February 3, 2026 complaint against WTNA for Tricolor Holdings, LLC transactions, introduce potential indirect risks through reputational damage or increased operational scrutiny on these key entities.

Analyst Insight

Investors should maintain their position in BMW Vehicle Lease Trust 2024-1 given the clean servicing reports, but closely monitor the legal outcomes for U.S. Bank N.A., BNY Mellon, and Wilmington Trust, National Association. Diversify exposure to securitized products that rely heavily on these specific trustees to mitigate potential indirect impacts from adverse legal rulings.

Financial Highlights

debt To Equity

N/A

revenue

$N/A

operating Margin

N/A

total Assets

$N/A

total Debt

$N/A

net Income

$N/A

eps

$N/A

gross Margin

N/A

cash Position

$N/A

revenue Growth

N/A

Key Numbers

• 10% — Maximum percentage of asset pool represented by a single obligor (No single obligor represents 10% or more of the asset pool owned by BMW Vehicle Lease Trust 2024-1.)
• 10% — Maximum percentage of cash flow supported by external credit enhancement or derivatives (No entity provides external credit enhancement or derivatives representing 10% or more of the cash flow supporting any offered class of Notes.)
• 2025 — Fiscal year for compliance assessment (Servicing participants completed compliance assessments for the year ended December 31, 2025.)
• 2026-02-03 — Date Wilmington Trust, National Association was served with a civil complaint (WTNA was served with a civil complaint on February 3, 2026, related to Tricolor Holdings, LLC asset-backed securitization transactions.)
• 2018-03-09 — Date NCMSLT Action lawsuit was filed against U.S. Bank N.A. (A lawsuit was filed on March 9, 2018, against U.S. Bank N.A. regarding student loan-backed securities.)

Key Players & Entities

• BMW Vehicle Lease Trust 2024-1 (company) — issuing entity
• BMW Financial Services NA, LLC (company) — sponsor and servicer
• U.S. Bank Trust Company, National Association (company) — indenture trustee and servicing participant
• U.S. Bank National Association (company) — affiliate of indenture trustee facing RMBS and student loan lawsuits
• The Bank of New York Mellon (company) — trustee for Financial Services Vehicle Trust, facing RMBS lawsuits
• Wilmington Trust, National Association (company) — owner trustee, served with civil complaint on February 3, 2026
• Tricolor Holdings, LLC (company) — entity related to asset-backed securitization transactions in WTNA lawsuit
• Tobias Essig (person) — Chief Financial Officer and Vice President – Finance of BMW Financial Services NA, LLC
• CohnReznick LLP (company) — independent registered public accounting firm for BMW FS
• Ernst & Young LLP (company) — independent registered public accounting firm for U.S. Bank Trust Company, National Association

Forward-Looking Statements

• The trust will continue to demonstrate strong compliance with servicing criteria in future filings. (BMW Vehicle Lease Trust 2024-1) — high confidence, target: 2027-03-31

FAQ

Risk Factors

• Ongoing Litigation Against Trustees [medium — legal]: The trust is indirectly exposed to litigation risk through its trustees. U.S. Bank N.A. and BNY Mellon, acting as trustees in unrelated RMBS and student loan trusts, face allegations of failing to enforce obligations and notify securityholders. Wilmington Trust, National Association, the owner trustee for BMW Vehicle Lease Trust 2024-1, was served a civil complaint on February 3, 2026, for unspecified damages related to Tricolor Holdings, LLC securitization transactions.
• Servicing Compliance [low — operational]: For the fiscal year ended December 31, 2025, no material instances of noncompliance with servicing criteria were reported by either BMW Financial Services NA, LLC or U.S. Bank Trust Co. This indicates a stable operational environment for the trust's servicing functions during the reporting period.

Industry Context

The auto finance industry, particularly the securitization of lease receivables, is a significant component of the broader financial services sector. Companies like BMW Financial Services NA, LLC leverage securitization to manage their balance sheets, provide liquidity, and originate more loans and leases. The market is sensitive to interest rate changes, economic conditions affecting consumer spending, and regulatory scrutiny on lending and servicing practices.

Regulatory Implications

While the trust itself reported no material compliance issues, the ongoing litigation involving trustees in other securitization structures presents a potential indirect regulatory risk. Any adverse rulings or increased scrutiny on trustee duties could lead to stricter compliance requirements or operational changes for entities like Wilmington Trust, potentially impacting their ability to serve in their trustee roles.

What Investors Should Do

1. Monitor litigation involving Wilmington Trust, National Association.
2. Assess the impact of potential trustee liability on trust operations.
3. Review the absence of external credit enhancement.

Key Dates

• 2024-02-14: Indenture and Vehicle Trust Supplement dated — Establishes the core legal framework and terms for the BMW Vehicle Lease Trust 2024-1 securitization.
• 2025-12-31: Fiscal year end for compliance assessment — Marks the period for which servicing participants' compliance was assessed.
• 2026-02-03: Wilmington Trust, National Association served with civil complaint — Introduces potential legal risk and operational disruption for the owner trustee, which could indirectly affect the trust.

Glossary

Securitization Entity

A legal entity created to pool assets and issue securities backed by the cash flows from those assets. (BMW Vehicle Lease Trust 2024-1 is a securitization entity, meaning its primary function is to facilitate the issuance of securities backed by BMW vehicle leases.)

Obligor

A party that owes an obligation, typically a debt, to another party. (The filing states no single obligor represents 10% or more of the asset pool, indicating diversification of credit risk among lessees.)

External Credit Enhancement

Third-party guarantees or support mechanisms designed to reduce the credit risk of a securitized pool of assets. (The absence of external credit enhancement exceeding 10% of cash flow support suggests the trust relies primarily on the underlying lease assets for creditworthiness.)

Servicing Criteria

Standards and procedures that govern the administration and management of the underlying assets in a securitization. (The compliance assessment of servicing criteria by BMW Financial Services NA, LLC and U.S. Bank Trust Co. is crucial for ensuring the proper functioning and performance of the trust.)

Indenture Trustee

A trustee appointed under an indenture to represent the interests of bondholders and ensure the issuer complies with the terms of the indenture. (U.S. Bank Trust Company, National Association is the Indenture Trustee for this trust, responsible for overseeing the terms of the debt issued.)

Owner Trustee

A trustee that holds legal title to the assets transferred into a trust for the benefit of the certificate holders. (Wilmington Trust, National Association serves as the owner trustee, and its involvement in litigation is a key risk factor.)

Asset-Backed Securitization

A process where financial assets are pooled together and their cash flows are used to create securities that can be sold to investors. (The legal proceedings against Wilmington Trust relate to unrelated asset-backed securitization transactions, highlighting potential systemic risks in the broader ABS market.)

Year-Over-Year Comparison

This filing pertains to the BMW Vehicle Lease Trust 2024-1, which was established in February 2024. Therefore, a direct comparison of key financial metrics and risk factors to a prior year's filing for this specific trust is not applicable. The information provided reflects the initial operational period and the current legal landscape as of the reporting date.

Filing Documents

• a10k.htm (10-K) — 70KB
• exhibit31-1.htm (EX-31.1) — 9KB
• exhibit33-1.htm (EX-33.1) — 70KB
• exhibit33-2.htm (EX-33.2) — 59KB
• exhibit34-1.htm (EX-34.1) — 6KB
• exhibit34-2.htm (EX-34.2) — 6KB
• exhibit35-1.htm (EX-35.1) — 6KB
• image00003.jpg (GRAPHIC) — 7KB
• logo.jpg (GRAPHIC) — 5KB
• 0000929638-26-001114.txt ( ) — 244KB

Risk Factors

Item 1A. Risk Factors.

Cybersecurity

Item 1C. Cybersecurity.

Legal Proceedings

Item 3. Legal Proceedings.

Unresolved Staff Comments

Item 1B. Unresolved Staff Comments. None.

Mine Safety Disclosures

Item 4. Mine Safety Disclosures. Not applicable. The following substitute information is 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. No single obligor represents 10% or more of the asset pool owned by BMW Vehicle Lease Trust 2024-1 (the "Issuing Entity").

(b)(2) of Regulation AB. Credit Enhancement and Other Support, Except for Certain Derivatives Instruments

Item 1114(b)(2) of Regulation AB. Credit Enhancement and Other Support, Except for Certain Derivatives Instruments. No entity or group of affiliated entities provides any external credit enhancement or other support with respect to either payment on the pool assets owned by the Issuing Entity or payments on the notes (the "Notes") or the certificate (the "Certificate") issued by the Issuing Entity representing 10% or more of the cash flow supporting any offered class of the Notes.

(b) of Regulation AB. Certain Derivatives Instruments

Item 1115(b) of Regulation AB. Certain Derivatives Instruments. No entity or group of affiliated entities provides any external derivative instruments that are used to alter the payment characteristics of the cashflows from the Issuing Entity or to either make payments on the pool assets owned by the Issuing Entity or payments on the Notes or the Certificate.

of Regulation AB. Legal Proceedings

Item 1117 of Regulation AB. Legal Proceedings. To the knowledge of BMW Financial Services NA, LLC and BMW Auto Leasing LLC, there are no legal proceedings pending, or governmental proceedings contemplated, against BMW Financial Services NA, LLC, BMW Auto Leasing LLC, BMW Manufacturing L.P., Financial Services Vehicle Trust or the Issuing Entity that would be material to holders of any Notes. The following six paragraphs are disclosures received from U.S. Bank Trust Company, National Association ("U.S. Bank Trust Co."), which serves as the indenture trustee under the indenture for the BMW Vehicle Lease Trust 2024-1 transaction. U.S. Bank National Association ("U.S. Bank N.A.") made a strategic decision to reposition its corporate trust business by transferring substantially all of its corporate trust business to its affiliate, U.S. Bank Trust Co., a non-depository trust company (U.S. Bank N.A. and U.S. Bank Trust Co. are collectively referred to herein as "U.S. Bank"). Upon U.S. Bank Trust Co.'s succession to the business of U.S. Bank N.A., it became a wholly owned subsidiary of U.S. Bank N.A. U.S. Bank N.A. 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 N.A. 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 a

Market for

Item 5. Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities.

Management's

Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations.

Quantitative and

Item 7A. Quantitative and Qualitative Disclosures About Market Risk.

Financial Statements

Item 8. Financial Statements and Supplementary Data.

Changes in and

Item 9. Changes in and Disagreements With Accountants on Accounting and Financial Disclosure.

Controls

Item 9A. Controls and Procedures.

Other Information

Item 9B. Other Information. Nothing to report.

Disclosure Regarding Foreign Jurisdictions that Prevent Inspections

Item 9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections. Not applicable. PART III The following Items have been omitted in accordance with General Instruction J to Form 10-K:

Directors, Executive Officers and Corporate Governance

Item 10. Directors, Executive Officers and Corporate Governance.

Executive Compensation

Item 11. Executive Compensation.

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.

Certain Relationships and Related Transactions, and Director Independence

Item 13. Certain Relationships and Related Transactions, and Director Independence.

Principal Accountant Fees and Services

Item 14. Principal Accountant Fees and Services. The following substitute information is provided in accordance with General Instruction J to Form 10-K:

of Regulation AB. Affiliations and Certain Relationships and Related Transactions

Item 1119 of Regulation AB. Affiliations and Certain Relationships and Related Transactions. Information required by Item 1119 of Regulation AB has been omitted from this report on Form 10-K in reliance on the Instruction to Item 1119.

of Regulation AB. Compliance with Applicable Servicing Criteria

Item 1122 of Regulation AB. Compliance with Applicable Servicing Criteria. Each of BMW Financial Services NA, LLC and U.S. Bank Trust Co. (each, a "Servicing Participant") has been identified by the registrant as a party participating in the servicing function with respect to the asset pool owned by the Issuing Entity during the year ended December 31, 2025 (the "2025 Reporting Period"). Each of the Servicing Participants has completed a report on an assessment of compliance with the servicing criteria applicable to such Servicing Participant (each, a "Report on Assessment") as of December 31, 2025, and for the 2025 Reporting Period. In addition, each of the Servicing Participants has provided an attestation report (each, an "Attestation Report") by an independent registered public accounting firm regarding its Report on Assessment. Each Report on Assessment and Attestation Report is attached as an exhibit to this Form 10-K. Neither the Report on Assessment nor the Attestation Report for BMW Financial Services NA, LLC has identified any material instance of noncompliance with the servicing criteria described in such Report on Assessment as being applicable to BMW Financial Services NA, LLC. Neither the Report on Assessment nor the Attestation Report for U.S. Bank Trust Co. has identified any material instance of noncompliance with the servicing criteria described in such Report on Assessment as being applicable to U.S. Bank Trust Co.

of Regulation AB. Servicer Compliance Statement

Item 1123 of Regulation AB. Servicer Compliance Statement. BMW Financial Services NA, LLC has been identified by the registrant as a servicer during the 2025 Reporting Period with respect to the assets pool owned by the Issuing Entity. BMW Financial Services NA, LLC has provided a statement of compliance for the 2025 Reporting Period, signed by an authorized officer, and such compliance statement is attached as an exhibit to this Form 10-K. PART IV

Exhibits and Financial Statement Schedules

Item 15. Exhibits and Financial Statement Schedules. (a) The following documents are filed as part of this report: (1) Not applicable. (2) Not applicable. (3) See Item 15(b) below. (b) Exhibits Required by Item 601 of Regulation S-K. Exhibit Number Description 3.1 Certificate of Formation of BMW Auto Leasing LLC (the "Depositor"), as currently in effect, incorporated by reference to Exhibit 3.1 to Amendment No. 2 to Registration Statement on Form S-1 (File Number 333-43128-01), filed with the SEC by the Depositor on October 31, 2000. 3.2 Amended and Restated Limited Liability Company Agreement of the Depositor, as amended and currently in effect, incorporated by reference to Exhibit 3.2 to Registration Statement on Form SF-3 (File Number 333-227645) filed with the SEC by the Depositor on October 1, 2018. 3.3 Agreement of Limited Partnership of BMW Manufacturing L.P. ("BMW LP"), dated as of February 12, 1996, between BMW Facility Partners, Inc. and BMW Financial Services NA, LLC ("BMW FS"), incorporated by reference to Exhibit 3.3 to Amendment No. 2 to Registration Statement on Form S-1 (File Number 333-43128-01), filed with the SEC by the Depositor on October 31, 2000. 4.1 Indenture, dated as of February 14, 2024, between BMW Vehicle Lease Trust 2024-1 (the "Issuing Entity") and U.S. Bank Trust Company, National Association, as indenture trustee (the "Indenture Trustee"), incorporated by reference to Exhibit 4.1 to the Issuing Entity's Form 8-K, filed with the SEC by the Issuing Entity on February 14, 2024. 10.1 Trust Agreement, amended and restated as of September 27, 1996, by and between BMW LP and BNY Mellon Trust of Delaware, formerly known as The Bank of New York (Delaware), as trustee, incorporated by reference to Exhibit 10.1 to Amendment No. 2 to Registration Statement on Form S-1 (File Number 333-43128-01), filed with the SEC by the Depositor on October 31, 2000. 10.2 Vehicle Trust Supplement, dated as of February 14, 2

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. BMW VEHICLE LEASE TRUST 2024-1 (Issuing Entity) By: BMW FINANCIAL SERVICES NA, LLC, as servicer March 24, 2026 By: /s/ Tobias Essig Name: Tobias Essig Title: Chief Financial Officer and Vice President – Finance 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 to security holders, proxy statement, form of proxy or other proxy soliciting material has been sent to security holders or is anticipated to be furnished to security holders subsequent to the filing of this annual report on Form 10-K.

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