Benchmark 2025-B41 Details Complex Mortgage Servicing in 10-K

TL;DR

**This CMBS trust's 10-K reveals a highly fragmented servicing structure, increasing operational complexity and potential for investor headaches.**

AI Summary

Benchmark 2025-B41 Mortgage Trust, a securitization entity, filed its 10-K for the fiscal year ended December 31, 2025. The trust's asset pool includes several significant mortgage loans, such as the BioMed MIT Portfolio Mortgage Loan, which constituted approximately 9.98% of the asset pool at its cut-off date, and the Washington Square Mortgage Loan, representing approximately 8.7%. Other notable loans include the Rentar Plaza Mortgage Loan (9.5%), the Audible - Amazon Mortgage Loan (4.7%), The Hollywood Collection Mortgage Loan (3.8%), the 32 Old Slip - Leased Fee Mortgage Loan (3.3%), the Plymouth Meeting Executive Campus Mortgage Loan (2.5%), the 29-33 Ninth Avenue Mortgage Loan (2.4%), and the Honolulu FBI Office Mortgage Loan (2.4%). The filing details the complex servicing arrangements for these loans, involving multiple servicers and custodians like Midland Loan Services, CWCapital Asset Management LLC, Trimont LLC, Rialto Capital Advisors, LLC, Computershare Trust Company, National Association, and Citibank, N.A., each responsible for specific loan groups and functions. The trust is a non-accelerated filer and has no securities registered under Section 12(b) or 12(g) of the Exchange Act.

Why It Matters

This 10-K provides crucial transparency into the operational structure of a commercial mortgage-backed securities (CMBS) trust, Benchmark 2025-B41. Investors in CMBS need to understand the intricate web of servicers, special servicers, and custodians responsible for managing the underlying mortgage loans, especially given the significant percentages of the asset pool tied to specific properties like the BioMed MIT Portfolio (9.98%) and Washington Square (8.7%). The detailed breakdown of servicing responsibilities, including those of Midland Loan Services and CWCapital Asset Management LLC, directly impacts the efficiency of loan administration and potential recovery rates in case of default, offering competitive context on how these large, multi-party securitizations are managed in the market.

Risk Assessment

Risk Level: medium — The filing highlights a complex, multi-party servicing structure for the mortgage loans, with numerous entities like Midland Loan Services, CWCapital Asset Management LLC, Trimont LLC, and Rialto Capital Advisors, LLC each responsible for different loan groups. This fragmentation, where multiple servicers and custodians are involved for various loan combinations, could lead to coordination challenges and potential delays in addressing loan performance issues, increasing operational risk for the trust's assets.

Analyst Insight

Investors should meticulously review the performance reports of the underlying mortgage loans, particularly those with significant percentages like the BioMed MIT Portfolio (9.98%) and Washington Square (8.7%). Given the distributed servicing responsibilities, monitoring the effectiveness and coordination among the various servicers and special servicers is critical to assess potential impacts on cash flows and asset recovery.

Key Numbers

• 9.98% — BioMed MIT Portfolio Mortgage Loan percentage of asset pool (Significant portion of the issuing entity's asset pool as of its cut-off date.)
• 8.7% — Washington Square Mortgage Loan percentage of asset pool (Significant portion of the issuing entity's asset pool as of its cut-off date.)
• 9.5% — Rentar Plaza Mortgage Loan percentage of asset pool (Significant portion of the issuing entity's asset pool as of its cut-off date.)
• 4.7% — Audible - Amazon Mortgage Loan percentage of asset pool (Portion of the issuing entity's asset pool as of its cut-off date.)
• 3.8% — The Hollywood Collection Mortgage Loan percentage of asset pool (Portion of the issuing entity's asset pool as of its cut-off date.)
• 3.3% — 32 Old Slip - Leased Fee Mortgage Loan percentage of asset pool (Portion of the issuing entity's asset pool as of its cut-off date.)
• 2.5% — Plymouth Meeting Executive Campus Mortgage Loan percentage of asset pool (Portion of the issuing entity's asset pool as of its cut-off date.)
• 2.4% — 29-33 Ninth Avenue Mortgage Loan percentage of asset pool (Portion of the issuing entity's asset pool as of its cut-off date.)
• 2.4% — Honolulu FBI Office Mortgage Loan percentage of asset pool (Portion of the issuing entity's asset pool as of its cut-off date.)

Key Players & Entities

• Benchmark 2025-B41 Mortgage Trust (company) — issuing entity
• GS Mortgage Securities Corporation II (company) — depositor
• Goldman Sachs Mortgage Company (company) — sponsor
• UBS AG New York Branch (company) — sponsor
• German American Capital Corporation (company) — sponsor
• Citi Real Estate Funding Inc. (company) — sponsor
• Midland Loan Services, a Division of PNC Bank, National Association (company) — general master servicer and primary servicer for specific loans
• CWCapital Asset Management LLC (company) — general special servicer for specific loans
• Computershare Trust Company, National Association (company) — certificate administrator and custodian for specific loans
• Trimont LLC (company) — primary servicer for Washington Square, 32 Old Slip, and Plymouth Meeting Executive Campus Mortgage Loans

FAQ

Industry Context

The commercial mortgage-backed securities (CMBS) market involves the securitization of large commercial real estate loans. These trusts, like Benchmark 2025-B41, are highly dependent on the performance of underlying real estate assets and the broader economic conditions affecting property values and tenant income. The competitive landscape includes numerous other securitization vehicles and a variety of financial institutions involved in origination, servicing, and investment.

Regulatory Implications

As a securitization entity, Benchmark 2025-B41 Mortgage Trust is subject to regulations governing financial instruments and disclosure requirements. While it is a non-accelerated filer, the underlying mortgage loans and their performance are indirectly influenced by real estate and lending regulations. The complexity of servicing arrangements also necessitates adherence to contractual obligations and potential oversight from regulatory bodies concerning financial markets.

What Investors Should Do

1. Review the specific terms of the Pooling and Servicing Agreement (Exhibit 4.1) to understand the servicing and administration details for key loans like the Audible - Amazon Mortgage Loan.
2. Analyze the concentration risk posed by the BioMed MIT Portfolio Mortgage Loan (9.98%) and the Washington Square Mortgage Loan (8.7%) within the asset pool, considering their significance to the trust's overall performance.
3. Investigate the structure of the loan combinations mentioned for the BioMed MIT Portfolio Mortgage Loan and Audible - Amazon Mortgage Loan, particularly the inclusion of non-trust assets, to assess potential impacts on recovery and risk.

Glossary

Pooling and Servicing Agreement

A legal contract that outlines the terms and conditions under which a pool of mortgage loans is serviced and administered, including the rights and responsibilities of the servicer, trustee, and other parties involved in a securitization. (Governs the servicing and administration of the Audible - Amazon Mortgage Loan and other assets within the issuing entity.)

Pari Passu Loan

A loan that ranks equally with other loans in terms of priority of payment and collateral. In a loan combination, pari passu loans share the same level of seniority. (The Audible - Amazon Mortgage Loan and the BioMed MIT Portfolio Mortgage Loan are part of loan combinations that include other pari passu loans, affecting their structure and risk.)

Securitization

The process of pooling various types of contractual debt, such as mortgages, auto loans, or credit card debt, and selling their related cash flows to third-party investors as securities. (Benchmark 2025-B41 Mortgage Trust is a securitization entity, and the filing relates to its operations and assets within this structure.)

Cut-off Date

A specific date used in securitization to determine which assets are included in the asset pool. Assets originated or acquired after this date are typically not part of the pool. (Used to establish the initial percentage of the asset pool represented by key mortgage loans like the BioMed MIT Portfolio Mortgage Loan (9.98%) and Washington Square Mortgage Loan (8.7%).)

Year-Over-Year Comparison

This filing does not contain comparative financial data or specific operational metrics from a prior fiscal year, as key sections such as 'Financial Statements and Supplementary Data' and 'Management's Discussion and Analysis of Financial Condition and Results of Operations' were omitted. Therefore, a direct comparison of revenue growth, margin changes, or new risks is not possible based on the provided information.

Filing Documents

• bmk25b41_10k-2025.htm (10-K) — 155KB
• bmk25b41_31.htm (EX-31) — 12KB
• bmk25b41_33-1.htm (EX-33.1) — 172KB
• bmk25b41_33-2.htm (EX-33.2) — 118KB
• bmk25b41_33-3.htm (EX-33.3) — 118KB
• bmk25b41_33-5.htm (EX-33.5) — 1420KB
• bmk25b41_33-6.htm (EX-33.6) — 3113KB
• bmk25b41_33-7.htm (EX-33.7) — 992KB
• bmk25b41_33-13.htm (EX-33.13) — 2773KB
• bmk25b41_33-17.htm (EX-33.17) — 600KB
• bmk25b41_33-18.htm (EX-33.18) — 439KB
• bmk25b41_33-19.htm (EX-33.19) — 1240KB
• bmk25b41_33-20.htm (EX-33.20) — 597KB
• bmk25b41_33-21.htm (EX-33.21) — 86KB
• bmk25b41_33-36.htm (EX-33.36) — 147KB
• bmk25b41_34-1.htm (EX-34.1) — 9KB
• bmk25b41_34-2.htm (EX-34.2) — 9KB
• bmk25b41_34-3.htm (EX-34.3) — 7KB
• bmk25b41_34-5.htm (EX-34.5) — 11KB
• bmk25b41_34-6.htm (EX-34.6) — 11KB
• bmk25b41_34-7.htm (EX-34.7) — 693KB
• bmk25b41_34-13.htm (EX-34.13) — 10KB
• bmk25b41_34-17.htm (EX-34.17) — 13KB
• bmk25b41_34-18.htm (EX-34.18) — 9KB
• bmk25b41_34-19.htm (EX-34.19) — 10KB
• bmk25b41_34-20.htm (EX-34.20) — 7KB
• bmk25b41_34-21.htm (EX-34.21) — 8KB
• bmk25b41_34-36.htm (EX-34.36) — 12KB
• bmk25b41_35-1.htm (EX-35.1) — 337KB
• bmk25b41_35-2.htm (EX-35.2) — 79KB
• bmk25b41_35-3.htm (EX-35.3) — 232KB
• bmk25b41_35-5.htm (EX-35.5) — 999KB
• bmk25b41_35-10.htm (EX-35.10) — 2577KB
• bmk25b41_35-11.htm (EX-35.11) — 546KB
• 0001888524-26-005139.txt ( ) — 17561KB

financial statements. o

financial statements. o Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant's executive officers during the relevant recovery period pursuant to 240.10D-1(b). o Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). o Yes No common equity held by non-affiliates computed by reference to the price at which the common equity was last sold, or the average bid and asked price of such common equity, as of the last business day of the registrant's most recently completed second fiscal quarter. Not applicable. Indicate by check mark whether the registrant has filed all documents and reports required to be filed by Section 12, 13 or 15(d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court. o Yes o No Not applicable. Indicate the number of shares outstanding of each of the registrant's classes of common stock, as of the latest practicable date. Not applicable. DOCUMENTS INCORPORATED BY REFERENCE List hereunder the following documents if incorporated by reference and the Part of the Form 10-K (e.g., Part I, Part II, etc.) into which the document is incorporated: (1) Any annual report to security holders; (2) Any proxy or information statement; and (3) Any prospectus filed pursuant to Rule 424(b) or (c) under the Securities Act of 1933. The listed documents should be clearly described for identification purposes (e.g., annual report to security holders for fiscal year ended December 24, 1980). Not applicable. EXPLANATORY NOTES The Audible - Amazon Mortgage Loan, which constituted approximately 4.7% of the asset pool of the issuing entity as of its cut-off date, is an asset of the issuing entity and is part of a loan combination that includes the Audib

(a)(2)(iii) of Regulation AB, in the capacities described above,

Item 1108(a)(2)(iii) of Regulation AB, in the capacities described above, because it is servicing mortgage loans that constituted 10% or more of the assets of the issuing entity as of its cut-off date. The assessments of compliance with applicable servicing criteria, accountants' attestation reports and servicer compliance statements delivered by Rialto Capital Advisors, LLC in the capacities described above are listed in the Exhibit Index. Citibank, N.A. is the custodian of the Washington Square Mortgage Loan, the 32 Old Slip - Leased Fee Mortgage Loan and the Plymouth Meeting Executive Campus Mortgage Loan. As a result, Citibank, N.A. is a servicing function participant in the capacities described above, because it is servicing mortgage loans that constituted 5% or more of the assets of the issuing entity as of its cut-off date. The assessments of compliance with applicable servicing criteria and accountants' attestation reports delivered by Citibank, N.A. in the capacities described above are listed in the Exhibit Index. Pentalpha Surveillance LLC is the operating advisor of the Washington Square Mortgage Loan, the 32 Old Slip - Leased Fee Mortgage Loan and the Plymouth Meeting Executive Campus Mortgage Loan. As a result, Pentalpha Surveillance LLC is a servicing function participant in the capacities described above, because it is servicing mortgage loans that constituted 5% or more of the assets of the issuing entity as of its cut-off date. The assessments of compliance with applicable servicing criteria and accountants' attestation reports delivered by Pentalpha Surveillance LLC in the capacities described above are listed in the Exhibit Index. BellOak, LLC is the operating advisor of the Rentar Plaza Mortgage Loan, The Hollywood Collection Mortgage Loan and the 29-33 Ninth Avenue Mortgage Loan. As a result, BellOak, LLC is a servicing function participant in the capacities described above, because it is servicing mortgage loans that constituted 5% or mo

(d)(2)(iii) of Regulation AB in the assessment of compliance with

Item 1122(d)(2)(iii) of Regulation AB in the assessment of compliance with applicable servicing criteria and accountant's attestation report for the not include an assessment of compliance with applicable servicing criteria of the trustee. One or more other servicers of the Washington Square Mortgage Loan, the 32 Old Slip - Leased Fee Mortgage Loan and the Plymouth Meeting Executive Campus Mortgage Loan have delivered one or more assessments of compliance with respect to Item 1122(d)(2)(iii) of Regulation AB. This Annual Report on Form 10-K includes assessments of compliance with applicable servicing criteria and accountants' attestation reports from CoreLogic Solutions, LLC. This entity was engaged by the primary servicer of the Washington Square Mortgage Loan, the 32 Old Slip - Leased Fee Mortgage Loan and the Plymouth Meeting Executive Campus Mortgage Loan to remit tax payments received from the escrow accounts of borrowers to local taxing authorities, to report tax amounts due, to verify tax parcel information, and to verify non-escrow tax payments. These servicing functions are included within the servicing criteria set forth in Items 1122(d)(4)(xi) and 1122(d)(4)(xii) of Regulation AB. Therefore, under the principles-based definition of "servicer" set forth in Item 1101(j) of Regulation AB that looks to the functions that an entity performs, this vendor is a "servicer" for the purposes of Item 1122 of Regulation AB. See Compliance and Disclosure Interpretations, Section 301.01 (Item 1101(j)). The assessments of compliance with applicable servicing criteria, accountants' attestation reports and servicer compliance statements of the certificate administrator of the BioMed MIT Portfolio Mortgage Loan, The Hollywood Collection Mortgage Loan, the Rentar Plaza Mortgage Loan, the Washington Square Mortgage Loan, the 32 Old Slip - Leased Fee Mortgage Loan, the Plymouth Meeting Executive Campus

Business

Item 1. Business. Omitted.

Risk Factors

Item 1A. Risk Factors. Omitted.

Unresolved Staff Comments

Item 1B. Unresolved Staff Comments. None.

Cybersecurity

Item 1C. Cybersecurity. Omitted.

Properties

Item 2. Properties. Omitted.

Legal Proceedings

Item 3. Legal Proceedings. Omitted.

Mine Safety Disclosures

Item 4. Mine Safety Disclosures. Not applicable. PART II

Market for Registrant's Common Equity,

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

Management's Discussion and Analysis of

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

Quantitative and Qualitative Disclosures

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

Financial Statements and Supplementary Data

Item 8. Financial Statements and Supplementary Data. Omitted.

Changes in and Disagreements With

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

Controls and Procedures

Item 9A. Controls and Procedures. Omitted.

Other Information

Item 9B. Other Information. None.

Disclosure Regarding Foreign Jurisdictions

Item 9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections. None. PART III

Directors, Executive Officers and Corporate

Item 10. Directors, Executive Officers and Corporate Governance. Omitted.

Executive Compensation

Item 11. Executive Compensation. Omitted.

Security Ownership of Certain Beneficial

Item 12. Security Ownership of Certain Beneficial Omitted.

Certain Relationships and Related Transactions,

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

Principal Accountant Fees and Services

Item 14. Principal Accountant Fees and Services. Omitted. ADDITIONAL DISCLOSURE ITEMS FOR REGULATION AB

(b) of Regulation AB, Significant Obligor

Item 1112(b) of Regulation AB, Significant Obligor Financial Information. No single obligor represents 10% or more of the pool assets held by the issuing entity.

(b)(2) of Regulation AB, Significant Enhancement

Item 1114(b)(2) of Regulation AB, Significant Enhancement Provider Financial Information. No entity or group of affiliated entities provides any external credit enhancement or other support for the certificates within this transaction as described under Item 1114(a) of Regulation AB.

(b) of Regulation AB, Certain Derivatives

Item 1115(b) of Regulation AB, Certain Derivatives Instruments (Financial Information). No entity or group of affiliated entities provides any derivative instruments or other support for the certificates within this transaction as described under Item 1115 of Regulation AB.

of Regulation AB, Legal Proceedings

Item 1117 of Regulation AB, Legal Proceedings. The registrant knows of no material pending legal proceeding involving the trust or any party related to the trust, other than routine litigation incidental to the duties of those respective parties, and the following, with respect to CWCapital Asset Management LLC, as special servicer. From time to time, CWCapital Asset Management LLC, a Delaware limited liability company ("CWCAM"), is a party to lawsuits and other legal proceedings as part of its duties as a special servicer (e.g., enforcement of loan obligations) and/or arising in the ordinary course of business. Other than as set forth in the following paragraphs, there are currently no legal proceedings pending, and no legal proceedings known to be contemplated by governmental authorities, against CWCAM or of which any of its property is the subject, that are material to the certificateholders. On December 1, 2017, a complaint against CWCAM and others was filed in the United Cobalt Vr Ltd. v. CWCapital Investments LLC, et al., No. 17-cv-9463 (the "Original Complaint"). The gravamen of the Original Complaint alleged breaches of a contract and fiduciary duties by CWCAM's affiliate, CWCapital Investments LLC in its capacity as collateral manager for the collateralized debt obligation transaction involving CWCapital Cobalt Vr, Ltd. In total, there are 14 counts pled in the Original Complaint. Of those 14, 5 claims were asserted against CWCAM for aiding and abetting breach of fiduciary duty, conversion and unjust enrichment. On May 23, 2018, the Original Complaint was dismissed for lack of subject matter jurisdiction. On June 28, 2018, CWCapital Cobalt Vr Ltd. filed a substantially similar complaint in the Supreme Court of the State of New York, County of New York styled as CWCapital Cobalt Vr Ltd. v. CWCapital Investments LLC,

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View this 10-K filing on SEC EDGAR