Volkswagen Lease Trust 2025-A Details Trustee Litigation Risks

TL;DR

**Trustees for Volkswagen's lease-backed securities are embroiled in unrelated RMBS and student loan lawsuits, casting a shadow on their operational stability and potentially impacting investor confidence in the trust.**

AI Summary

The Volkswagen Auto Lease Trust 2025-A, a securitization entity, filed its 10-K for the fiscal year ended December 31, 2025. As a pass-through entity, it omitted standard financial statements and management's discussion, focusing instead on compliance and legal disclosures. Key disclosures include ongoing litigation against U.S. Bank N.A. and Deutsche Bank Trust Company Americas (DBTCA) in their capacities as trustees for residential mortgage-backed securities (RMBS) and student loan trusts, respectively. While these lawsuits do not directly involve Volkswagen Auto Lease Trust 2025-A's specific assets, they highlight potential systemic risks for its trustees, U.S. Bank Trust Company, National Association and Deutsche Bank Trust Company Delaware. VW Credit, Inc. (the Sponsor, Originator, Servicer, and Administrator) and Volkswagen Auto Lease/Loan Underwritten Funding, LLC (the Depositor) confirmed compliance with servicing criteria, with no material instances of noncompliance identified by the Servicer or Indenture Trustee, Citibank, N.A. The trust's structure involves the Issuing Entity holding a beneficial interest in an asset pool from the Origination Trust, with the Depositor holding the residual certificate.

Why It Matters

This 10-K is crucial for investors in Volkswagen Auto Lease Trust 2025-A because it details significant legal proceedings against the trust's key fiduciaries, U.S. Bank Trust Company, National Association and Deutsche Bank Trust Company Delaware, albeit for unrelated RMBS and student loan trusts. While these lawsuits don't directly impact the Volkswagen lease assets, they raise questions about the operational capacity and potential reputational damage to the trustees, which could indirectly affect the trust's administration and investor confidence. The competitive landscape for securitized products relies heavily on the perceived stability and integrity of all parties involved, and ongoing litigation against major trustees could signal broader industry vulnerabilities, potentially influencing future securitization costs and investor appetite for similar asset-backed securities.

Risk Assessment

Risk Level: medium — The risk level is medium due to the extensive litigation disclosed against U.S. Bank N.A. and Deutsche Bank Trust Company Americas, who serve as trustees for the Volkswagen Auto Lease Trust 2025-A. While these lawsuits, such as the 'National Collegiate Student Loan Master Trust I, et al. v. U.S. Bank National Association, et al., C.A. No. 2018-0167-JRS (Del. Ch.)' and the 'Commerzbank AG' case against DBTCA, are not directly related to the trust's assets, they expose the trustees to significant legal and financial liabilities, potentially impacting their ability to perform duties for this trust. DBTCA, for instance, has settled two cases and obtained summary judgment in one, but still faces active litigation, indicating ongoing legal exposure.

Analyst Insight

Investors should closely monitor the progress and outcomes of the disclosed litigation against U.S. Bank N.A. and Deutsche Bank Trust Company Americas. While the trustees assert these cases won't materially affect their ability to perform duties for Volkswagen Auto Lease Trust 2025-A, any adverse judgments or settlements could strain their resources or lead to changes in their operational practices, potentially impacting the trust's administration. Consider the broader implications for the securitization market and the stability of trustee services.

Financial Highlights

debt To Equity

0.0

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

• 2025 — Fiscal Year End (The reporting period for this 10-K filing.)
• 2026-03-26 — Filing Date (Date the 10-K was filed with the SEC.)
• 333-276654-02 — Commission File Number (Unique identifier for the Issuing Entity with the SEC.)
• 0002070161 — Central Index Key Number (CIK for Volkswagen Auto Lease Trust 2025-A.)
• 0001182534 — Central Index Key Number (CIK for Volkswagen Auto Lease/Loan Underwritten Funding, LLC.)
• 0000833733 — Central Index Key Number (CIK for VW Credit, Inc.)
• 1 — Number of trusts DBTCA serves as trustee for in Commerzbank case (Out of 50 trusts at issue, highlighting limited direct exposure for DBTCA in this specific case.)
• 12 — Number of trusts remaining in IKB litigation (Reduced from 37 initially, indicating some claims have been dismissed or settled.)
• $268 million — Damages alleged by IKB (Potential liability for DBNTC and DBTCA in the IKB RMBS litigation.)

Key Players & Entities

• Volkswagen Auto Lease Trust 2025-A (company) — Issuing Entity
• VW Credit, Inc. (company) — Sponsor, Originator, Servicer, and Administrator
• Volkswagen Auto Lease/Loan Underwritten Funding, LLC (company) — Depositor
• U.S. Bank Trust Company, National Association (company) — UTI Trustee, Transaction SUBI Trustee, and Administrative Trustee
• Deutsche Bank Trust Company Delaware (company) — Owner Trustee
• Citibank, N.A. (company) — Indenture Trustee
• U.S. Bank N.A. (company) — Defendant in RMBS and student loan litigation
• Deutsche Bank Trust Company Americas (company) — Defendant in RMBS litigation
• Commerzbank AG (company) — Plaintiff in RMBS litigation against DBTCA
• IKB International, S.A. in Liquidation (company) — Plaintiff in RMBS litigation against DBNTC and DBTCA

FAQ

Risk Factors

• Trustee Litigation Risk [medium — legal]: The filing highlights ongoing litigation against U.S. Bank N.A. and Deutsche Bank Trust Company Americas (DBTCA) in their capacities as trustees for other trusts. While these lawsuits do not directly involve Volkswagen Auto Lease Trust 2025-A's assets, they indicate potential systemic risks for its trustees, U.S. Bank Trust Company, National Association and Deutsche Bank Trust Company Delaware, due to their roles in similar securitization structures.
• IKB RMBS Litigation Exposure [medium — legal]: DBTCA and its affiliate DBNTC are involved in RMBS litigation with IKB, where damages alleged are $268 million. Although the Volkswagen Auto Lease Trust 2025-A is not directly a party, the scale of this litigation underscores potential financial and reputational risks for the trustees involved in the broader securitization market.
• Commerzbank Case Trustee Involvement [low — legal]: DBTCA serves as trustee for one out of 50 trusts in the Commerzbank case. This limited direct exposure in this specific litigation suggests a contained risk for DBTCA in this instance, but it still points to potential operational complexities for trustees managing multiple RMBS trusts.
• Servicing Compliance [low — operational]: VW Credit, Inc. (Sponsor, Originator, Servicer, Administrator) and Volkswagen Auto Lease/Loan Underwritten Funding, LLC (Depositor) confirmed compliance with servicing criteria. The Servicer and Indenture Trustee, Citibank, N.A., identified no material instances of noncompliance, indicating operational stability for the trust's core functions.

Industry Context

The auto finance industry, particularly securitization of auto leases and loans, operates within a highly regulated environment. Competition among lenders and servicers is intense, driving efficiency and compliance. Recent years have seen increased scrutiny on trustee roles and responsibilities in structured finance, particularly concerning litigation risks associated with past securitization activities.

Regulatory Implications

The ongoing litigation involving trustees highlights potential regulatory scrutiny on the management and oversight of securitization trusts. While this trust reports no direct noncompliance, the systemic risks faced by its trustees necessitate robust internal controls and legal preparedness. Compliance with Regulation AB, particularly regarding disclosures and servicing criteria, remains paramount.

What Investors Should Do

1. Monitor Trustee Litigation
2. Review Servicing Compliance Reports
3. Assess Sponsor Financial Health

Key Dates

• 2025-12-31: Fiscal Year End — Marks the end of the reporting period for the 10-K filing.
• 2026-03-26: 10-K Filing Date — Indicates when the annual report was submitted to the SEC, providing timely information to investors.

Glossary

Pass-through entity

A business structure that passes income, deductions, credits, etc., directly to its owners for their individual tax purposes, avoiding taxation at the entity level. In this context, it means the trust itself does not file separate financial statements. (Explains why Volkswagen Auto Lease Trust 2025-A omits standard financial statements in its 10-K.)

Securitization

The process of pooling various types of contractual debt (like auto loans or mortgages) and selling their related cash flows to third-party investors as securities. (Describes the fundamental structure of the Volkswagen Auto Lease Trust 2025-A, which holds auto lease receivables.)

Sponsor

The entity that initiates the securitization process, typically by originating or purchasing the assets to be securitized. (VW Credit, Inc. is identified as the Sponsor, highlighting its central role in the trust's creation and operation.)

Depositor

An entity that purchases assets from the originator and sells them to the trust or special purpose entity (SPE) that issues the securities. (Volkswagen Auto Lease/Loan Underwritten Funding, LLC acts as the Depositor, facilitating the transfer of assets into the trust.)

Servicer

The entity responsible for managing the assets in the trust, including collecting payments from borrowers, handling delinquencies, and distributing funds. (VW Credit, Inc. is the Servicer, responsible for the day-to-day administration of the auto leases.)

Indenture Trustee

A trustee appointed to represent the interests of the bondholders in a securitization transaction, ensuring the terms of the indenture (the legal contract) are met. (Citibank, N.A. serves as the Indenture Trustee, overseeing compliance with the trust's governing documents.)

RMBS

Residential Mortgage-Backed Securities. Securities backed by pools of residential mortgages. (The litigation mentioned involves RMBS trusts, indicating a broader market context for the trustees' activities.)

Year-Over-Year Comparison

As this is the initial 10-K filing for Volkswagen Auto Lease Trust 2025-A, a direct comparison to a previous year's filing is not possible. Key metrics such as revenue, net income, and margins are not applicable due to its structure as a pass-through entity. The primary focus of this filing is on structural disclosures, trustee roles, and compliance, rather than financial performance metrics typically found in operating companies.

Key Financial Figures

• $268 million — BNTC and DBTCA are liable for over U.S. $268 million in damages. On October 5, 2016, DBNTC a

Filing Documents

• tm261240d6_10k.htm (10-K) — 68KB
• tm261240d6_ex31-1.htm (EX-31.1) — 7KB
• tm261240d6_ex33-1.htm (EX-33.1) — 55KB
• tm261240d6_ex33-2.htm (EX-33.2) — 30KB
• tm261240d6_ex34-1.htm (EX-34.1) — 9KB
• tm261240d6_ex34-2.htm (EX-34.2) — 8KB
• tm261240d6_ex35-1.htm (EX-35.1) — 5KB
• image_001.jpg (GRAPHIC) — 10KB
• tm261240d6_ex34-1img001.jpg (GRAPHIC) — 11KB
• tm261240d6_ex34-2img001.jpg (GRAPHIC) — 7KB
• tm261240d6_ex34-2img002.jpg (GRAPHIC) — 6KB
• 0001104659-26-035011.txt ( ) — 230KB

Unresolved Staff Comments

Item 1B. Unresolved Staff Comments. Not Applicable.

Mine Safety Disclosures

Item 4. Mine Safety Disclosures. Not Applicable. PART II THE FOLLOWING ITEMS HAVE BEEN OMITTED IN ACCORDANCE WITH GENERAL INSTRUCTION J(1) TO FORM 10-K: (A) Item 5 Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities. (B) Item 6 [Reserved] (C) Item 7 Management’s Discussion and Analysis of Financial Condition and Results of Operations. (D) Item 7A

Quantitative and Qualitative Disclosures About Market Risk

Quantitative and Qualitative Disclosures About Market Risk. (E) Item 8

Financial Statements and Supplementary Data

Financial Statements and Supplementary Data. (F) Item 9 Changes in and Disagreements with Accountants on Accounting and Financial Disclosure. (G) Item 9A

Controls and Procedures

Controls and Procedures.

Other Information

Item 9B. Other Information. None.

Disclosure Regarding Foreign Jurisdictions that Prevent

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(1) TO FORM 10-K: (A) Item 10 Directors, Executive Officers and Corporate Governance. (B) Item 11

Executive Compensation

Executive Compensation. (C) 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. (D) Item 13 Certain Relationships and Related Transactions, and Director Independence. (E) Item 14 Principal Accountant Fees and Services. PART IV

Exhibits and Financial Statement Schedules

Item 15. Exhibits and Financial Statement Schedules. (a) (1) Not applicable. (2) Not applicable. (3) The exhibits filed in response to Item 601 of Regulation S-K are listed in the Exhibit Index. (b) The exhibits filed in response to Item 601 of Regulation S-K are listed in the Exhibit Index. (c) None.

Form 10-K Summary

Item 16. Form 10-K Summary. Not Applicable. SUBSTITUTE INFORMATION PROVIDED IN ACCORDANCE WITH GENERAL INSTRUCTION J(2) 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). Not Applicable.

(b)(2) of Regulation AB. Credit Enhancement and Other Support,

Item 1114(b)(2) of Regulation AB. Credit Enhancement and Other Support, Except for Certain Derivatives Instruments (Information Regarding Significant Enhancement Providers). Not Applicable.

(b) of Regulation AB. Certain Derivatives Instruments (Financial

Item 1115(b) of Regulation AB. Certain Derivatives Instruments (Financial Information). Not Applicable.

of Regulation AB. Legal Proceedings

Item 1117 of Regulation AB. Legal Proceedings. Except as described below, no legal proceedings are pending against any of VW Credit, Inc. (in its capacity as the sponsor (the “Sponsor”), in its capacity as an originator contemplated by Item 1110(b) of Regulation AB (the “Originator”), in its capacity as servicer (the “Servicer”) and in its capacity as administrator of Volkswagen Auto Lease Trust 2025-A (the “Issuing Entity”)), Volkswagen Auto Lease/Loan Underwritten Funding, LLC (the “Depositor”), Citibank, N.A. (the “Indenture Trustee”), VW Credit Leasing, Ltd. (the “Origination Trust”), Deutsche Bank Trust Company Delaware (the “Owner Trustee”), U.S. Bank Trust Company, National Association (in its capacity as UTI trustee (the “UTI Trustee”), in its capacity as transaction SUBI trustee (the “Transaction SUBI Trustee”) and in its capacity as administrative trustee (the “Administrative Trustee”), or the Issuing Entity or of which any property of the foregoing is the subject that are or would be material to holders of the asset-backed notes (the “Notes”) or the asset-backed certificate (the “Certificate”). No such proceedings are known to be contemplated by governmental authorities. VW Credit and its affiliates are parties to, or are periodically otherwise involved in, reviews, investigations, and proceedings (both formal and informal), and information gathering requests by various federal, state and local government authorities. UTI Trustee, SUBI Trustee and Administrative Trustee Litigation U.S. Bank Trust Company, National Association, as the UTI Trustee, SUBI trustee and the Administrative Trustee has provided the following information for inclusion in this report on Form 10-K: U.S. Bank N.A. and other large financial institutions have been sued in their capacity as trustee or successor trustee for cert

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 Issuing Entity. The Sponsor is also the Servicer. The Depositor is a wholly-owned subsidiary of the Sponsor and, therefore, a wholly-owned subsidiary of the originator and the Servicer. The Issuing Entity was formed by the Depositor. VW Credit, Inc. is the Administrator of the Issuing Entity and the Depositor is the holder of the Issuing Entity’s Certificate, representing the residual interest in the Issuing Entity. The Sponsor is settlor and initial beneficiary of the Origination Trust. The asset pool represents a portfolio of assets held by the Origination Trust in which the Issuing Entity holds a beneficial interest. Other than as specified in this Item above, none of VW Credit, Inc., the Depositor, the Origination Trust or the Issuing Entity is an affiliate of any of the following parties, and, except as described below, none of the following parties are affiliates of any of the other following parties: (1) Indenture Trustee. (2) Owner Trustee. (3) U.S. Bank Trust Company, National Association (in its capacities as UTI Trustee, Transaction SUBI Trustee and Administrative Trustee). (4) Delaware Trustee. There are no significant obligors contemplated by Item 1112 of Regulation AB, enhancement or support providers contemplated by Item 1114 or 1115 of Regulation AB, or other material parties related to the Notes contemplated by Item 1101(d)(1) of Regulation AB. In addition, to the best of our knowledge, there are no business relationships, agreements, arrangements, transactions or understandings entered into outside the ordinary course of business or on terms other than would be obtained in an arm’s length transaction with an unrelated third party, apart from the asset-backed securities transaction involving the issuance of the Notes a

of Regulation AB. Compliance with Applicable Servicing

Item 1122 of Regulation AB. Compliance with Applicable Servicing Criteria. The Servicer and the Indenture Trustee (collectively, the “Servicing Parties”) have each been identified by the Depositor as parties participating in the servicing function with respect to the asset pool held by the Issuing Entity. Each of the Servicing Parties has completed a report on an assessment of compliance with the servicing criteria set forth in paragraph (d) of Item 1122 of Regulation AB applicable to it (each, a “Servicing Assessment Report”), which Servicing Assessment Reports are attached as exhibits to this Form 10-K. In addition, each of the Servicer and the Indenture Trustee has provided an attestation report (each, an “Attestation Report”) by a registered public accounting firm, which reports are also attached as exhibits to this Form 10-K. Neither the Indenture Trustee’s Servicing Assessment Report nor the Indenture Trustee’s Attestation Report has identified any material instance of noncompliance with the servicing criteria applicable to the Indenture Trustee. The Servicer complied in all material respects with the servicing criteria applicable to it.

of Regulation AB. Servicer Compliance Statement

Item 1123 of Regulation AB. Servicer Compliance Statement. The Servicer has completed a statement of compliance with its activities during the reporting period and of its performance under the applicable servicing agreement (a “Compliance Statement”), signed by an authorized officer of the Servicer. The Compliance Statement is attached as Exhibit 35.1 to this Form 10-K. EXHIBIT INDEX Exhibit 31.1 Certification of Senior Officer in Charge of the Servicing Function of the Servicer Pursuant to Rule 15d-14(d). Exhibit 33.1 Report on Assessment of Compliance with Applicable Servicing Criteria for Asset-Backed Securities of VW Credit, Inc. Exhibit 33.2 Report on Assessment of Compliance with the Servicing Criteria for Asset-Backed Securities of Citibank, N.A. Exhibit 34.1 Attestation Report on Assessment of Compliance with the Servicing Criteria for Asset-Backed Securities of Baker Tilly US, LLP, on behalf of VW Credit, Inc. Exhibit 34.2 Attestation Report on Assessment of Compliance with the Servicing Criteria for Asset-Backed Securities of KPMG, on behalf of Citibank, N.A. Exhibit 35.1 Annual Servicer Compliance Statement of the Servicer for the year ended December 31, 2025.

SIGNATURES

SIGNATURES Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Depositor has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. March 26, 2026 VOLKSWAGEN AUTO LEASE TRUST 2025-A By: VW Credit, Inc., as Servicer By: /s/ Garett Miles Garett Miles Head of Securitization and Assistant Treasurer (senior officer in charge of the servicing function)

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