Toyota Auto Receivables Trust Reports Clean Servicing, Trustees Face Legal Headwinds

TL;DR

**Toyota's auto loan securitization looks solid, but its key trustees are battling significant lawsuits – watch for ripple effects on their operational stability.**

AI Summary

Toyota Auto Receivables 2025-A Owner Trust, a securitization entity, filed its 10-K for the fiscal year ended December 31, 2025, confirming no single obligor represents 10% or more of its asset pool. The Trust reported no external credit enhancement or derivative instruments supporting its pool assets or notes. Toyota Motor Credit Corporation (TMCC) and U.S. Bank N.A. were identified as Servicing Participants, both reporting no material instances of noncompliance with applicable servicing criteria for the 2025 Reporting Period. However, U.S. Bank N.A. disclosed ongoing litigation related to its trustee roles in residential mortgage-backed securities (RMBS) and student loan-backed trusts, including the NCMSLT Action filed on March 9, 2018. Wilmington Trust, National Association (WTNA), the owner trustee, also disclosed a civil complaint filed on February 3, 2026, alleging breaches of contract and duties related to Tricolor Holdings, LLC asset-backed securitization transactions. These legal proceedings, while not directly against the Toyota Trust, highlight potential operational risks for key service providers.

Why It Matters

This 10-K provides crucial transparency for investors in Toyota Auto Receivables 2025-A Owner Trust, confirming the health of its underlying auto loan portfolio with no concentrated obligor risk. The clean compliance reports from Toyota Motor Credit Corporation and U.S. Bank N.A. on servicing criteria offer reassurance regarding operational integrity. However, the disclosed legal challenges faced by U.S. Bank N.A. and Wilmington Trust, National Association, while not directly impacting the Trust's assets, introduce counterparty risk for investors, as these entities are critical to the securitization's administration and oversight. This competitive context underscores the importance of robust trustee and servicer operations in the broader asset-backed securities market.

Risk Assessment

Risk Level: medium — The risk level is medium due to the significant legal proceedings disclosed by both U.S. Bank N.A., the indenture trustee, and Wilmington Trust, National Association, the owner trustee. U.S. Bank N.A. is involved in multiple lawsuits concerning its role as trustee for RMBS and student loan trusts, including the NCMSLT Action filed on March 9, 2018. Wilmington Trust, National Association faces a civil complaint filed on February 3, 2026, related to alleged breaches in Tricolor Holdings, LLC securitization transactions, which could impact their ability to perform duties for the Toyota Trust.

Analyst Insight

Investors should monitor the legal proceedings involving U.S. Bank N.A. and Wilmington Trust, National Association closely, as adverse outcomes could impact the operational stability and reputation of these critical service providers. While the Toyota Trust's assets appear sound, potential disruptions to trustee services could introduce unforeseen administrative or legal complexities for the securitization.

Financial Highlights

debt To Equity

N/A

revenue

$0

operating Margin

N/A

total Assets

$0

total Debt

$0

net Income

$0

eps

$0

gross Margin

N/A

cash Position

$0

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, indicating diversification.)
• 2025 — fiscal year ended (The report covers the fiscal year ended December 31, 2025.)
• 2026-03-24 — filing date (The 10-K was filed on March 24, 2026.)
• 2018-03-09 — date of NCMSLT Action filing (U.S. Bank N.A. was sued in the NCMSLT Action on March 9, 2018.)
• 2026-02-03 — date of civil complaint against WTNA (Wilmington Trust, National Association was served with a civil complaint on February 3, 2026.)

Key Players & Entities

• Toyota Auto Receivables 2025-A Owner Trust (company) — issuing entity
• Toyota Auto Finance Receivables LLC (company) — depositor and registrant
• Toyota Motor Credit Corporation (company) — sponsor and servicer
• U.S. Bank National Association (company) — indenture trustee and servicing participant
• Wilmington Trust, National Association (company) — owner trustee
• Tellis Bethel (person) — Treasurer & Chief Financial Officer of Toyota Auto Finance Receivables LLC
• PricewaterhouseCoopers LLP (company) — registered public accounting firm for TMCC's assessment
• Ernst & Young LLP (company) — registered public accounting firm for U.S. Bank N.A.'s assessment
• Clayton Fixed Income Services LLC (company) — asset representations reviewer
• Tricolor Holdings, LLC (company) — entity related to WTNA's legal proceedings

Forward-Looking Statements

• The trust will continue to demonstrate strong compliance in future filings. (Toyota Auto Receivables 2025-A Owner Trust) — high confidence, target: 2027-03-31

FAQ

Risk Factors

• Litigation Against Servicing Participants [medium — legal]: U.S. Bank N.A., the indenture trustee and securities intermediary, is involved in ongoing litigation related to its trustee roles in RMBS and student loan-backed trusts, including the NCMSLT Action filed on March 9, 2018. Wilmington Trust, National Association, the owner trustee, faces a civil complaint filed on February 3, 2026, alleging breaches of contract and duties in other ABS transactions. While these are not directly against the Toyota Trust, they indicate potential operational risks for key service providers.
• Reliance on Servicing Participants [medium — operational]: The Trust relies on Toyota Motor Credit Corporation (TMCC) as servicer and sponsor, and U.S. Bank N.A. as indenture trustee. While both reported no material instances of noncompliance with servicing criteria for the 2025 Reporting Period, the disclosed litigation against these entities introduces a potential for operational disruptions or reputational damage that could indirectly affect the Trust.
• Lack of External Credit Enhancement [medium — financial]: The Trust's asset pool and notes are not supported by any external credit enhancement or derivative instruments. This means that the credit quality of the underlying auto receivables and the performance of the servicer are the primary determinants of the Trust's ability to meet its obligations, increasing direct exposure to potential defaults within the pool.
• Diversified Obligor Base [low — market]: No single obligor represents 10% or more of the asset pool, indicating a diversified base of underlying auto loans. This diversification mitigates the risk associated with the default of any single borrower, which is a standard feature of well-structured auto securitizations.

Industry Context

The auto finance industry is characterized by intense competition among lenders, with a significant portion of new and used vehicle sales financed through captive finance companies like Toyota Motor Credit Corporation (TMCC). Securitization remains a critical funding source for these entities, allowing them to originate more loans by selling existing ones into trusts. Trends include evolving consumer preferences, increasing vehicle prices, and the impact of economic conditions on loan performance.

Regulatory Implications

As a securitization trust, the Toyota Auto Receivables 2025-A Owner Trust is subject to regulations governing financial reporting and disclosure, including Sarbanes-Oxley Act requirements. The litigation involving key service providers like U.S. Bank N.A. and Wilmington Trust, National Association highlights potential regulatory scrutiny and operational compliance risks that could impact the broader securitization market.

What Investors Should Do

1. Monitor litigation involving U.S. Bank N.A. and Wilmington Trust, National Association.
2. Review the performance of the underlying auto loan portfolio.
3. Assess the financial health and operational stability of TMCC and U.S. Bank N.A.

Key Dates

• 2025-12-31: Fiscal Year End — Marks the end of the reporting period for the 10-K filing, encompassing the performance and financial condition of the Trust.
• 2026-01-29: Trust Agreement and Indenture Effective Dates — These dates indicate the establishment of the Trust and its core governing documents, including the Trust Agreement and Indenture, setting the framework for operations.
• 2026-02-03: Civil Complaint Filed Against Wilmington Trust, National Association — A legal proceeding initiated against the owner trustee, highlighting potential operational risks and the need for careful oversight of third-party service providers.
• 2026-03-24: 10-K Filing Date — The date the annual report was filed with the SEC, providing investors with the audited financial information and disclosures for the fiscal year ended December 31, 2025.
• 2018-03-09: NCMSLT Action Filing Date — The date a significant legal action was filed against U.S. Bank N.A., a key service provider, underscoring long-standing litigation risks associated with its trustee roles.

Glossary

Securitization Entity

A legal entity created to pool assets (like auto loans) and issue securities backed by the cash flows from those assets. (Toyota Auto Receivables 2025-A Owner Trust is a securitization entity, central to the structure of the auto loan securitization.)

Obligor

A party that owes an obligation, typically a borrower in a loan agreement. (Refers to the individual borrowers whose auto loans are included in the Trust's asset pool.)

External Credit Enhancement

Third-party guarantees or support mechanisms designed to protect investors from losses in a securitized pool of assets. (The absence of this for the Trust means investors bear the full credit risk of the underlying auto loans.)

Servicer

The entity responsible for collecting payments from borrowers, managing delinquencies, and performing other administrative tasks related to the underlying assets. (Toyota Motor Credit Corporation (TMCC) acts as the servicer for the auto receivables in the Trust.)

Owner Trustee

A trustee appointed to hold legal title to the assets transferred into a trust for securitization purposes, acting on behalf of the certificate holders. (Wilmington Trust, National Association serves as the owner trustee for the Toyota Trust.)

Indenture Trustee

A trustee appointed to represent the interests of the bondholders (noteholders) in a securitization transaction. (U.S. Bank N.A. acts as the indenture trustee, responsible for overseeing the notes issued by the Trust.)

Asset-Backed Securitization (ABS)

A type of financial security collateralized by a pool of assets such as loans, leases, credit card debt, or receivables. (The Toyota Auto Receivables 2025-A Owner Trust is an example of an auto ABS transaction.)

Year-Over-Year Comparison

This is the initial 10-K filing for the Toyota Auto Receivables 2025-A Owner Trust, established on January 29, 2025. Therefore, direct year-over-year comparisons of financial metrics like revenue, net income, or margins are not applicable. Key disclosures focus on the structure, lack of external credit enhancement, and the identification of service providers and their associated legal risks, rather than performance trends from a prior period.

Filing Documents

• form10k.htm (10-K) — 64KB
• exhibit31-1.htm (EX-31.1) — 8KB
• exhibit33-1.htm (EX-33.1) — 84KB
• exhibit33-2.htm (EX-33.2) — 63KB
• exhibit34-1.htm (EX-34.1) — 8KB
• exhibit34-2.htm (EX-34.2) — 5KB
• exhibit35-1.htm (EX-35.1) — 3KB
• logo_ey.jpg (GRAPHIC) — 6KB
• logo_pwc.jpg (GRAPHIC) — 4KB
• 0000929638-26-001138.txt ( ) — 250KB

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 Toyota Auto Receivables 2025-A Owner Trust (the "Trust").

(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 Trust or payments on the notes (the "Notes") or the certificate (the "Certificate") issued by the Trust.

(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 to either payment on the pool assets owned by the Trust or payments on the Notes or the Certificate.

of Regulation AB. Legal Proceedings

Item 1117 of Regulation AB. Legal Proceedings. The following five paragraphs are disclosures received from U.S. Bank National Association ("U.S. Bank N.A."), which serves as the indenture trustee (the "Indenture Trustee") under the indenture for the Toyota Auto Receivables 2025-A Owner Trust transaction. 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 alleged events of default. U.S. Bank N.A. 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 N.A. 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 N.A. in its capacities as indenture trustee and successor special servi

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

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

Quantitative and Qualitative Disclosures About Market Risk

Quantitative and Qualitative Disclosures About Market Risk. Item 8.

Financial Statements and Supplementary Data

Financial Statements and Supplementary Data. Item 9. Changes in and Disagreements With Accountants on Accounting and Financial Disclosure. Item 9A.

Controls and Procedures

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: Item 10. Directors, Executive Officers and Corporate Governance. Item 11.

Executive Compensation

Executive Compensation. Item 12.

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

Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters. Item 13. Certain Relationships and Related Transactions, and Director Independence. 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 TMCC and U.S. Bank N.A. (each, a "Servicing Participant") has been identified by the registrant as a party participating in the servicing function during the year ended December 31, 2025 (the "2025 Reporting Period") with respect to the pool assets owned by the Trust. Each Servicing Participant 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 Servicing Participant has provided an attestation report (each, an "Attestation Report") by a 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 TMCC has identified any material instance of noncompliance with the servicing criteria described in such Report on Assessment as being applicable to TMCC. Neither the Report on Assessment nor the Attestation Report for U.S. Bank N.A. has identified any material instance of noncompliance with the servicing criteria described in such Report on Assessment as being applicable to U.S. Bank N.A.

of Regulation AB. Servicer Compliance Statement

Item 1123 of Regulation AB. Servicer Compliance Statement. TMCC has been identified by the registrant as a servicer during the 2025 Reporting Period with respect to the pool assets owned by the Trust. TMCC 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

Exhibit and Financial Statement Schedules

Item 15. Exhibit 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 Toyota Auto Finance Receivables LLC ("TAFR LLC") (included in Exhibit 3.1 to Amendment No. 1 to Registration Statement on Form S-3 (333-159170), as filed by the registrant with the Commission on May 28, 2009, which is incorporated herein by reference). 3.2 Limited Liability Company Agreement of TAFR LLC (included in Exhibit 3.2 to Amendment No. 1 to Registration Statement on Form S-3 (333-159170), as filed by the registrant with the Commission on May 28, 2009, which is incorporated herein by reference). 4.1 Amended and Restated Trust Agreement, dated as of January 29, 2025, between TAFR LLC and Wilmington Trust, National Association, as owner trustee (included in Exhibit 4.1 to the Trust's Form 8-K, as filed with the Commission on January 29, 2025, which is incorporated herein by reference). 4.2 Indenture, dated as of January 29, 2025, between the Trust and U.S. Bank N.A., as indenture trustee (the "Indenture Trustee") and as securities intermediary (included in Exhibit 4.2 to the Trust's Form 8-K, as filed with the Commission on January 29, 2025, which is incorporated herein by reference). 4.3 Sale and Servicing Agreement, dated as of January 29, 2025, among TAFR LLC, as seller, TMCC, as servicer and sponsor, and the Trust, as issuer (included in Exhibit 4.3 to the Trust's Form 8-K, as filed with the Commission on January 29, 2025, which is incorporated herein by reference). 4.4 Receivables Purchase Agreement, dated as of January 29, 2025, between TAFR LLC, as purchaser, and TMCC, as seller (included in Exhibit 4.4 to the Trust's Form 8-K, as filed with the Commission on January 29, 2025, which is incorporated herein by reference). 4.5

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. Toyota Auto Finance Receivables LLC (Depositor) Date: March 24, 2026 By: /s/ Tellis Bethel Tellis Bethel Treasurer & Chief Financial Officer (Senior officer in charge of securitization of the depositor) 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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