BMW Lease Trust 2024-2 Details Trustee Legal Woes, Compliance

TL;DR

**Holders of BMW Vehicle Lease Trust 2024-2 notes should monitor the ongoing legal challenges against the trustees, as these could introduce unforeseen operational risks, despite clean servicing reports.**

AI Summary

The BMW Vehicle Lease Trust 2024-2, a securitization entity, filed its 10-K for the fiscal year ended December 31, 2025, primarily focusing on compliance and legal disclosures rather than traditional financial performance metrics like revenue or net income, as it is a pass-through entity. The filing confirms that no single obligor represents 10% or more of the asset pool, and no external credit enhancement or derivative instruments exceed 10% of cash flow support. Key legal disclosures include ongoing RMBS litigation against U.S. Bank N.A., the indenture trustee, and a new civil complaint served on Wilmington Trust, National Association, the owner trustee, on February 3, 2026, for alleged breaches related to Tricolor Holdings, LLC asset-backed securitization transactions. Both BMW Financial Services NA, LLC and U.S. Bank Trust Co. reported no material instances of noncompliance with applicable servicing criteria for the 2025 reporting period, as evidenced by their respective Reports on Assessment and Attestation Reports.

Why It Matters

This 10-K provides crucial transparency for investors in BMW Vehicle Lease Trust 2024-2, detailing the operational health and legal landscape surrounding the securitized assets. While the trust itself doesn't generate traditional revenue, the legal challenges faced by its trustees, U.S. Bank N.A. and Wilmington Trust, N.A., could impact the perceived stability and risk profile of the trust's notes, potentially affecting their market value. For BMW Financial Services NA, LLC, the clean servicing compliance report reinforces its operational integrity in a competitive auto finance market, reassuring customers and indirectly supporting BMW's brand reputation. The broader market watches these disclosures for systemic risks within the asset-backed securities sector, especially concerning trustee liabilities.

Risk Assessment

Risk Level: medium — The risk level is medium due to the significant legal proceedings disclosed against key fiduciaries, U.S. Bank N.A. and Wilmington Trust, National Association. U.S. Bank N.A. is involved in multiple RMBS and student loan-backed securities lawsuits, including the NCMSLT Action filed on March 9, 2018, alleging failures as trustee. Additionally, Wilmington Trust, National Association, was served with a civil complaint on February 3, 2026, for alleged breaches related to Tricolor Holdings, LLC asset-backed securitization transactions, which, while not directly tied to this specific BMW trust, highlights potential operational vulnerabilities of the owner trustee.

Analyst Insight

Investors should carefully review the legal disclosures regarding U.S. Bank N.A. and Wilmington Trust, National Association, and assess any potential indirect impact on the trust's operations or the market's perception of trustee reliability. While the trust's servicing compliance is strong, the ongoing litigation against its fiduciaries warrants close monitoring for any developments that could affect the trust's stability or the value of its notes.

Financial Highlights

total Assets

Not Disclosed

total Debt

Not Disclosed

Key Numbers

• 10% — Threshold for significant obligor or credit enhancement (No single obligor or external credit enhancement represents 10% or more of the asset pool or cash flow support.)
• 2025 — Fiscal year end (The fiscal year for which this 10-K report is filed, ending December 31, 2025.)
• 2026-03-24 — Filing date (The date the 10-K report was filed with the SEC.)
• 2018-03-09 — Date of NCMSLT Action filing (Lawsuit filed against U.S. Bank N.A. regarding student loan-backed securities.)
• 2026-02-03 — Date of civil complaint against WTNA (Investors served Wilmington Trust, National Association, with a civil complaint.)

Key Players & Entities

• BMW Vehicle Lease Trust 2024-2 (company) — issuing entity
• BMW Auto Leasing LLC (company) — depositor and registrant
• 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 litigation
• Wilmington Trust, National Association (company) — owner trustee facing a civil complaint as of February 3, 2026
• Tobias Essig (person) — Chief Financial Officer and Vice President – Finance of BMW Financial Services NA, LLC
• Delaware Court of Chancery (regulator) — court handling the NCMSLT Action against U.S. Bank N.A.
• Supreme Court of the State of New York, County of New York (regulator) — court where civil complaint against Wilmington Trust, N.A. was filed
• Clayton Fixed Income Services, LLC (company) — asset representations reviewer

Forward-Looking Statements

• The BMW Vehicle Lease Trust 2024-2 will continue to demonstrate strong compliance with servicing criteria in future filings. (BMW Vehicle Lease Trust 2024-2) — high confidence, target: 2027-03-31
• The asset-backed securities issued by this trust will maintain their current credit ratings due to consistent compliance and oversight. (asset-backed securities) — medium confidence, target: 2026-12-31

FAQ

Risk Factors

• Ongoing Litigation Against Indenture Trustee [medium — legal]: The filing references ongoing RMBS litigation against U.S. Bank N.A., the indenture trustee. This litigation, with a filing date of March 9, 2018, could potentially impact the operations or financial standing of the trustee, which is a critical party in the securitization structure.
• New Civil Complaint Against Owner Trustee [medium — legal]: A new civil complaint was served on Wilmington Trust, National Association, the owner trustee, on February 3, 2026. This complaint alleges breaches related to Tricolor Holdings, LLC asset-backed securitization transactions, indicating potential operational or compliance issues within the trust's governance or administration.
• Reliance on Servicing Criteria Compliance [low — operational]: The report relies on attestations from BMW Financial Services NA, LLC and U.S. Bank Trust Co. regarding compliance with applicable servicing criteria for the 2025 reporting period. Any future non-compliance or misstatement in these attestations could lead to significant operational and legal repercussions.

Industry Context

The automotive leasing market is characterized by intense competition among manufacturers and finance companies, with a growing trend towards flexible leasing options and digital customer experiences. Securitization, like that undertaken by BMW Vehicle Lease Trust 2024-2, is a common practice for auto finance companies to manage capital and fund new loan originations. The industry is also subject to evolving regulatory scrutiny regarding consumer protection and data privacy.

Regulatory Implications

The ongoing litigation against U.S. Bank N.A. and the new civil complaint against Wilmington Trust, National Association, highlight potential legal and regulatory risks inherent in complex securitization structures. Compliance with servicing criteria, as attested by the servicers, is critical to avoid future regulatory actions or investor disputes.

What Investors Should Do

1. Monitor litigation updates
2. Review servicing attestations
3. Assess exposure to underlying assets

Key Dates

• 2025-12-31: Fiscal Year End — Marks the end of the reporting period for the 10-K filing.
• 2026-03-24: 10-K Filing Date — Indicates when the company submitted its annual report to the SEC.
• 2018-03-09: NCMSLT Action Filing Date — Date of the initial filing for the RMBS litigation against U.S. Bank N.A.
• 2026-02-03: Civil Complaint Served on WTNA — Date investors served Wilmington Trust, National Association, with a civil complaint related to other ABS transactions.
• 2024-10-07: Indenture and Servicing Supplement Dates — Key dates for the formation of the trust and related servicing agreements for the 2024-2 issuance.

Glossary

Securitization Entity

A legal entity created to pool assets and issue securities backed by those assets. (BMW Vehicle Lease Trust 2024-2 is a securitization entity, meaning its primary function is to hold leased vehicle assets and issue debt.)

Pass-through Entity

An entity that passes income, gains, losses, deductions, and credits through to its investors for tax purposes. (As a pass-through entity, the Trust itself does not typically generate significant revenue or net income; its financial performance is tied to the underlying assets.)

RMBS

Residential Mortgage-Backed Securities. Securities backed by pools of residential mortgages. (The ongoing litigation against U.S. Bank N.A. involves RMBS, highlighting potential risks associated with past securitization activities.)

Indenture Trustee

A trustee appointed to represent the interests of bondholders in a debt issuance, overseeing the terms of the indenture agreement. (U.S. Bank N.A. serves as the Indenture Trustee for BMW Vehicle Lease Trust 2024-2, making it a key party in the trust's administration and subject to litigation.)

Owner Trustee

A trustee responsible for holding legal title to the assets in a trust for the benefit of the certificate holders. (Wilmington Trust, National Association, is the Owner Trustee and has been served with a new civil complaint, indicating potential governance or administrative risks.)

Servicing Criteria

A set of standards and procedures that a servicer must follow in managing securitized assets, often subject to independent attestation. (Compliance with servicing criteria by BMW Financial Services NA, LLC and U.S. Bank Trust Co. is crucial for the operational integrity of the trust.)

SUBI

Self-liquidating Underlying Pool Interest. A type of asset-backed security structure. (The filing references SUBI Servicing Supplements and SUBI Certificate Transfer Agreements, indicating the specific structure of the asset pool.)

Year-Over-Year Comparison

This filing pertains to the BMW Vehicle Lease Trust 2024-2, which was established in October 2024. Therefore, a direct year-over-year comparison of financial metrics like revenue growth or margin changes is not applicable for this specific trust in its initial 10-K filing. The focus is on establishing the operational framework and disclosing initial legal and structural information, including the introduction of new legal proceedings.

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
• 0000929638-26-001115.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 2024-2 (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 2024-2 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 October 7, 2024, between BMW Vehicle Lease Trust 2024-2 (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 October 7, 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 October 7, 2024, b

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 2024-2 (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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