Benchmark 2021-B28 Mortgage Trust Annual Report - How They Did This Year

Hey there! Thinking about investing in Benchmark 2021-B28 Mortgage Trust? You've come to the right place. First off, it's important to know this isn't a company whose stock you can buy. Instead, it's a special investment trust. It holds many commercial mortgage loans. This is called a Commercial Mortgage-Backed Securities (CMBS) trust.

Imagine a big pool of money. This money was lent to businesses for their properties. Investors like you buy pieces of this pool, called certificates or bonds. You then get a share of the interest payments.

These pieces, or certificates, are usually set up in different risk levels. We call these "tranches." They range from senior (AAA-rated, lowest risk, lowest return) to subordinate (unrated or lower-rated, highest risk, highest potential return). Payments from the loans go to these certificate holders. This happens in a specific order, like a "waterfall." Senior tranches get paid first. Then come mezzanine tranches, and finally the most subordinate tranches. Losses from defaulted loans hit the most subordinate tranches first. This protects the more senior tranches.

This annual report covers the trust's performance and operations. It looks at the full fiscal year ending December 31, 2025. We'll cover what kinds of loans they hold. We'll also see who's managing everything. And we'll discuss what it might mean for your investment. You'll get a clear picture without any confusing jargon. Let's dive in!

What Exactly Does Benchmark 2021-B28 Mortgage Trust Do?

As we mentioned, this trust is essentially a collection of commercial mortgage loans. Businesses use these loans for properties. These include offices, shopping centers, apartments, industrial facilities, and hotels. When you invest, you buy into the income from these loans. This mainly comes from interest payments borrowers make. The trust's main income is this interest.

Big names set up the trust. These include J.P. Morgan Chase, Citi, German American Capital Corporation, and Goldman Sachs Mortgage Company. These companies acted as depositors or sponsors. They created or gathered the commercial mortgage loans. Then they transferred them into the trust in 2021. This process turned hard-to-sell mortgage loans into tradable investments.

It's also interesting to note that many of the loans in this trust are actually just parts of bigger loans. Imagine a really large loan for a huge property. This trust might own a slice of that loan. Other investment trusts own other slices. People often call this a loan participation or an A/B note structure. For example, the trust might hold a senior "A-note" part of a loan. Another investor holds a junior "B-note" part, or vice-versa. This impacts the trust's payment priority and risk exposure to that specific property.

For example, the One SoHo Square Mortgage Loan made up about 9.8% of the trust's initial asset pool. But it's part of an even larger loan combination. Other significant loans in the trust's initial portfolio include:

• College Point Mortgage Loan: ~2.9%
• Watermark Tempe Mortgage Loan: ~2.4%
• Huntsville Office Portfolio Mortgage Loan: ~2.2%
• Woodbridge Corporate Plaza Leased Fee Mortgage Loan: ~2.0%
• ExchangeRight Net Leased Portfolio #48 Mortgage Loan: ~2.0%
• 2 Washington Mortgage Loan: ~1.8%
• Colonnade Corporate Center Mortgage Loan: ~1.7%
• 4500 Academy Road Distribution Center Mortgage Loan: ~1.6%
• The Domain Mortgage Loan: ~1.5%

The concentration of these top loans means their individual performance significantly impacts the overall trust. For investors, monitoring these specific properties and their borrowers is crucial. To check the trust's financial health, look at a few things. How many loans are late (30, 60, or 90+ days past due)? How many loans moved to special servicing because borrowers struggled? Also, watch for any loan changes or foreclosures. These events directly impact the money paid to certificate holders. This especially affects those holding higher-risk tranches. The trust's overall performance depends on these properties and their borrowers. It also depends on wider economic conditions for commercial real estate.

Who's Running the Show? (The Many Hands Managing Your Investment)

Managing a pool of mortgages like this isn't a one-person job. Several specialized companies help run things smoothly. Each earns fees. These fees come out of the trust's total interest income. This happens before investors receive payments.

• Master Servicer (Midland Loan Services, a Division of PNC Bank): These folks handle the day-to-day stuff. They collect scheduled payments from borrowers. They maintain loan records. They administer most of the performing loans. They usually earn a servicing fee. This is often a tiny percentage (like 0.0025% to 0.005%) each year. It's based on the remaining loan amount they manage.
• Special Servicers (LNR Partners, K-Star Asset Management, KeyBank National Association): These are the problem solvers. If a loan runs into trouble, the special servicer steps in. This happens if a borrower can't pay or defaults. They try to resolve the issue. They might create a new payment plan. They could change loan terms, take over the property, or sell the troubled asset. Their work is vital to get back as much money as possible from troubled loans. This directly affects the money paid to certificate holders, especially those with higher-risk tranches. Special servicers earn a main servicing fee, like the master servicer. They also often get large fees for fixing loans, selling assets, and special servicing. These fees apply when they manage troubled assets. This can reduce the total money flowing to the trust.
• Certificate Administrator (Wells Fargo Bank, National Association, now also involving Computershare Trust Company): Think of them as the accountants for the investors. They track who owns each certificate. They calculate monthly interest and principal payments for each risk level. They ensure investors get paid on time. They earn an administration fee. This is usually a set amount or a small percentage of the remaining balance.
• Custodian (Wells Fargo Bank, National Association): They're like the safe-keepers. They hold all the important original loan documents in a secure vault. These include promissory notes and mortgages. They ensure physical documents match electronic records.
• Operating Advisor (Park Bridge Lender Services LLC): They advise on loan management. This is especially true when a loan moves to special servicing. They act as an independent voice. They ensure the special servicer's actions benefit all certificate holders. This includes more than just the most senior ones.
• Trustees (Wells Fargo Bank, National Association and Wilmington Trust, National Association): These are the watchdogs. They make sure everyone follows the rules. These rules are in the trust's main legal document, the Pooling and Servicing Agreement (PSA). They protect all certificate holders. They also ensure everyone follows the trust's rules. They also earn a trustee fee. This is usually a small percentage of the remaining balance.

It's a complex system with many moving parts. All work to manage the mortgage loans that back your investment. The money left over, after fees and loan losses, then goes to certificate holders. This follows the "waterfall" order.

Speaking of Midland Loan Services, it's good to know an independent accounting firm confirmed they play by the rules. PricewaterhouseCoopers (PwC) recently confirmed this. For 2025, PwC gave Midland a "clean bill of health." They said Midland followed the SEC's "Regulation AB servicing criteria." This applies to all loans managed on their Enterprise!® Loan Management System. These criteria are essentially a detailed government checklist from the SEC. They ensure companies like Midland handle everything properly. This includes collecting payments, keeping accurate records, and reporting.

This independent approval came on February 20, 2026. It's good news. It means Midland manages the trust's daily operations reliably. They follow strict standards. This helps protect your investment. It ensures accurate and timely loan payment processing.

Midland Loan Services also added reassurance. Its Executive Vice President, David D. Spotts, certified this. On February 22, 2026, he confirmed Midland met all Master Servicer duties for 2025. This covered all important aspects. This means the company collecting payments and managing loans formally states they did their job. This is another good sign. It points to smooth trust operations and steady funds for investors.