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DBJPM 2016-C3 Mortgage Trust

CIK: 1677390 Filed: March 23, 2026 10-K

Key Highlights

  • The Trust maintains a well-diversified loan pool, with no single loan exceeding 10% of total assets, effectively reducing concentration risk.
  • Midland Loan Services, a key Master and Special Servicer, certified full compliance with servicing agreements for 2025, providing assurance on asset management.
  • Significant legal challenges against special servicer CWCapital Asset Management LLC (CWCAM) were resolved, with one lawsuit dismissed and another settled, reducing potential distractions.
  • The Trust operates with a simpler financial structure, explicitly stating it has no external credit enhancements and does not use derivative instruments.

Financial Analysis

DBJPM 2016-C3 Mortgage Trust Annual Report - How They Did This Year

This report reviews the DBJPM 2016-C3 Mortgage Trust's activities for the year ending December 31, 2025. It helps you understand the Trust's structure, operations, and any important events. We've added details and context where the original report was implied or unclear.

What Exactly Is DBJPM 2016-C3 Mortgage Trust?

DBJPM 2016-C3 Mortgage Trust is not a regular company, but an investment fund. It's a Commercial Mortgage-Backed Securities (CMBS) trust. It acts as an "issuing entity" holding many different commercial mortgage loans. These loans are backed by income-generating commercial properties. Think shopping centers, hotels, and office buildings. The Trust's main job is to collect loan payments (principal and interest). It then pays this money to investors who own its certificates. This setup lets investors own a piece of commercial real estate debt.

Deutsche Mortgage & Asset Receiving Corporation created the Trust. They acted as the "depositor," transferring the mortgage loans into it. German American Capital Corporation and JPMorgan Chase Bank were the "sponsors." They created or bought the loans that became part of the Trust.

What Kind of Loans Does It Hold?

The Trust holds parts of commercial mortgage loans. For many loans, the Trust owns only a portion of the total amount. These portions are shared "on equal footing" (pari passu) with other investors. Their interests are in separate investment funds. This means all loan holders share equally in payments and losses. No one party has a higher claim than another.

The Trust's loan pool is well diversified. No single loan makes up 10% or more of the Trust's total assets. This helps investors by reducing "concentration risk." It means the Trust's performance doesn't rely too much on one property or borrower.

The Trust's original loan pool included several significant loans, showing the types of properties and borrowers included:

  • Center 21 Mortgage Loan: This loan represented approximately 9.3% of the Trust's initial asset pool.
  • Westfield San Francisco Centre Mortgage Loan: This was another substantial component, accounting for about 9.4% of the original assets.
  • Opry Mills Mortgage Loan: This loan made up roughly 7.3% of the original assets.
  • The Shops at Crystals Mortgage Loan: This loan constituted approximately 5.6% of the original assets.
  • U-Haul AREC Portfolio Mortgage Loan: This represented about 5.1% of the original assets.
  • Staybridge Suites Times Square Mortgage Loan: This loan was around 4.3% of the original assets.
  • Intercontinental Kansas City Hotel Mortgage Loan: This made up about 3.4% of the original assets.
  • Williamsburg Premium Outlets Mortgage Loan: This was the smallest of the listed large loans, at approximately 1.7% of the original assets.

Who's Managing These Loans?

Many specialized companies manage a CMBS trust. We call them "servicers" or "servicing function participants." They handle everything from collecting payments to dealing with loan defaults. Detailed "Pooling and Servicing Agreements" or "Trust and Servicing Agreements" define their roles.

  • Midland Loan Services, a Division of PNC Bank, National Association: Midland Loan Services plays a key role. It acts as both the "master servicer" and "special servicer" for the Trust. As master servicer, they manage healthy loans daily. This includes collecting payments, handling escrow accounts, and reporting to the certificate administrator. As special servicer, they manage loans that are behind on payments or have defaulted. They try to get the most money back for the Trust. This might involve changing loan terms, foreclosure, or selling the property. Midland also acts as the primary servicer for several loans. These include U-Haul AREC Portfolio, Staybridge Suites Times Square, Center 21, and Westfield San Francisco Centre. It is also the special servicer for the Williamsburg Premium Outlets Mortgage Loan.
  • Wells Fargo Bank, National Association: Wells Fargo was the "certificate administrator." They calculated and sent payments to investors. They also kept records of certificate holders and prepared investor reports. They also served as the primary servicer for several loans before March 1, 2025. These include Westfield San Francisco Centre, Opry Mills, Intercontinental Kansas City Hotel, and Williamsburg Premium Outlets. Wells Fargo also acts as the custodian for several loans. They hold the original loan documents and collateral for Opry Mills, The Shops at Crystals, U-Haul AREC Portfolio, Williamsburg Premium Outlets, Staybridge Suites Times Square, and Center 21. They also serve as a trustee for Center 21, Staybridge Suites Times Square, The Shops at Crystals, and U-Haul AREC Portfolio loans. In this role, they represent certificate holders' interests and ensure the Trust follows its rules.
  • Trimont LLC: Effective March 1, 2025, Trimont LLC became the primary servicer for several loans. These include Westfield San Francisco Centre, Opry Mills, Intercontinental Kansas City Hotel, and Williamsburg Premium Outlets. This change shows a shift in who directly manages these loans during the year.
  • Deutsche Bank Trust Company Americas: Deutsche Bank Trust Company Americas acts as the custodian for two loans. They safeguard important loan documents for Westfield San Francisco Centre and Intercontinental Kansas City Hotel.
  • Park Bridge Lender Services LLC: Park Bridge Lender Services LLC is an operating advisor for several loans. These include U-Haul AREC Portfolio, Intercontinental Kansas City Hotel, Williamsburg Premium Outlets, Staybridge Suites Times Square, and Center 21. An operating advisor provides independent oversight. They review servicer actions and offer recommendations, especially for special servicing decisions.
  • Wilmington Trust, National Association: Wilmington Trust acts as a trustee for several loans. These are Westfield San Francisco Centre, Opry Mills, Intercontinental Kansas City Hotel, and Williamsburg Premium Outlets. Their duties are similar to Wells Fargo's trustee role.
  • CoreLogic Solutions, LLC: Primary servicers hired CoreLogic Solutions, LLC to handle tax payments for several loans. These include Intercontinental Kansas City Hotel, Williamsburg Premium Outlets, Opry Mills, and Westfield San Francisco Centre. They send tax payments, report amounts owed, and check property tax details.
  • Computershare Trust Company, National Association (CTCNA): Wells Fargo sold part of its corporate trust business. So, Wells Fargo hired CTCNA to handle certain servicing tasks. These tasks relate to the custodian and certificate administrator roles. This applies to Staybridge Suites Times Square, Center 21, Williamsburg Premium Outlets, The Shops at Crystals, Opry Mills, and U-Haul AREC Portfolio Mortgage Loans.
  • KeyBank National Association: KeyBank National Association became a new servicer for The Shops at Crystals Mortgage Loan. It acts as both its primary and special servicer.
  • LNR Partners, LLC: LNR Partners, LLC is the special servicer for the Opry Mills Mortgage Loan. They manage this loan if it falls behind on payments or defaults.
  • Pentalpha Surveillance LLC: Pentalpha Surveillance LLC acts as the operating advisor for the Opry Mills Mortgage Loan. They oversee its servicing.
  • Rialto Capital Advisors, LLC: Rialto Capital Advisors, LLC is the special servicer for the U-Haul AREC Portfolio Mortgage Loan.
  • CWCapital Asset Management LLC (CWCAM): CWCAM acts as the special servicer for the Intercontinental Kansas City Hotel Mortgage Loan.

Oversight and Compliance Checks

To ensure the Trust works correctly, all major servicers must provide "Attestation reports on assessment of compliance with servicing criteria for asset-backed securities." These reports are vital for investors. They show an independent check of how well servicers follow the rules in their agreements. They offer transparency and accountability for how the loans are managed.

For example, Midland Loan Services, a key Master and Special Servicer, submitted its compliance report for 2025. A Midland Loan Services Executive Vice President certified they fulfilled all obligations under the Servicing Agreement in all important ways for the year. This positive report from a main servicer gives assurance about how a big part of the Trust's assets are managed.

Some other servicers' compliance reports were "Omitted." Specifically, compliance reports were omitted for:

  • Wells Fargo Bank and Wilmington Trust in their trustee roles for certain loans.
  • CWCapital Asset Management LLC as special servicer for the Intercontinental Kansas City Hotel Mortgage Loan.
  • KeyBank National Association as primary and special servicer for The Shops at Crystals Mortgage Loan.
  • LNR Partners, LLC as special servicer for the Opry Mills Mortgage Loan.
  • Rialto Capital Advisors, LLC as special servicer for the U-Haul AREC Portfolio Mortgage Loan.

How Did They Do Financially This Year?

The Trust has no external credit enhancements for its certificates. This means no outside guarantees, insurance, or other features exist. They would normally absorb losses or add credit support beyond the loans' performance. Also, the Trust does not use derivative instruments. These include interest rate swaps or caps. They would normally manage risk or boost returns. This shows a simpler financial structure. It avoids the extra complexity or potential debt from derivatives.

Any Legal Stuff to Know About?

The DBJPM 2016-C3 Mortgage Trust itself faces no major lawsuits, only routine operational matters. However, some companies servicing the Trust have faced important lawsuits. These lawsuits are not against the Trust directly. But they matter to investors. They can signal reputation risks, financial trouble, or distractions for key service providers.

Here's an update on those legal matters:

  • CWCapital Asset Management LLC (CWCAM): CWCAM acts as a special servicer for some Trust loans.

    • CWCapital Cobalt Vr Ltd. v. CWCapital Investments LLC, et al.: This long, complex lawsuit claimed CWCAM and its affiliate (CWCI) broke contracts and fiduciary duties. On January 13, 2026, the court dismissed two remaining claims against CWCAM itself. These were for aiding a breach of fiduciary duty and unjust enrichment. Some claims against its affiliate, CWCI, are still active. But CWCAM is effectively out of this lawsuit. This is good news for the servicer.
    • ROC Debt Strategies II Bond Investments LLC v. CWCapital Asset Management LLC: A newer lawsuit, filed January 13, 2025, claimed CWCAM was negligent. It also claimed CWCAM broke agreements while servicing other loans. These were in a different investment pool called the "Ranger Portfolio." The parties quickly settled this case with a "business resolution." It was dismissed with prejudice on January 22, 2026. "Dismissed with prejudice" means the case is permanently closed. It cannot be refiled.
  • Deutsche Bank Trust Company Americas (DBTCA): DBTCA is a custodian and trustee for some loans in this Trust. It faces several ongoing, long-running lawsuits. However, these are not directly related to the DBJPM 2016-C3 Mortgage Trust. Instead, these cases are against DBTCA as trustee for other residential mortgage-backed securities (RMBS) trusts.

    • Commerzbank AG v. DBNTC and DBTCA: This lawsuit started in 2017. It claims DBTCA and its affiliate (DBNTC) broke duties managing RMBS trusts. Many initial claims were dismissed. On September 26, 2024, DBTCA and DBNTC filed a motion for summary judgment. The court has fully reviewed this motion. A motion for summary judgment tries to end a case or claims without a full trial. It argues no real facts are in dispute. This case is still ongoing.
    • IKB International, S.A. v. DBNTC and DBTCA: Filed in 2015, this lawsuit also claims DBTCA and DBNTC broke duties as trustees for other RMBS trusts. It seeks over $268 million in damages. Many claims were dismissed over time. Both sides filed motions for summary judgment in November 2024. The court ruled on parts of these motions in August and October 2025. It dismissed some more claims. All parties have appealed parts of these rulings. This shows the case is still actively fought.

DBTCA believes these ongoing lawsuits will not significantly affect its ability to perform its duties for the Trust.

Risk Factors

  • The absence of external credit enhancements means investors bear the full risk of loan performance and potential losses without additional safeguards.
  • Compliance reports were 'Omitted' for several key servicers and roles, including Wells Fargo and Wilmington Trust in their trustee capacities, reducing transparency and independent oversight.
  • Deutsche Bank Trust Company Americas (DBTCA), a custodian and trustee for some loans, faces ongoing, high-value lawsuits related to other RMBS trusts, which could signal broader reputational or operational risks.
  • The Trust's performance is directly tied to the health of commercial mortgage loans, making it susceptible to downturns in the commercial real estate market.

Why This Matters

This annual report for the DBJPM 2016-C3 Mortgage Trust is crucial for investors as it provides a comprehensive look into the health and operational integrity of their investment. Understanding the Trust's structure, the diversification of its loan pool, and the roles of its various servicers is fundamental to assessing risk and potential returns. The report's emphasis on the absence of external credit enhancements and derivative instruments highlights a simpler, yet potentially riskier, financial structure where investors bear the full brunt of loan performance.

Furthermore, the detailed updates on servicer changes and legal proceedings against key service providers offer critical insights into potential operational disruptions or reputational risks. The resolution of lawsuits against CWCAM, for instance, can be seen as a positive development, while ongoing litigation against DBTCA, even if unrelated to this specific Trust, warrants investor attention. These factors directly influence the stability and efficiency of the Trust's operations, impacting the timely collection and distribution of payments to certificate holders.

Financial Metrics

Report Year End December 31, 2025
Center 21 Mortgage Loan % of original assets 9.3%
Westfield San Francisco Centre Mortgage Loan % of original assets 9.4%
Opry Mills Mortgage Loan % of original assets 7.3%
The Shops at Crystals Mortgage Loan % of original assets 5.6%
U- Haul A R E C Portfolio Mortgage Loan % of original assets 5.1%
Staybridge Suites Times Square Mortgage Loan % of original assets 4.3%
Intercontinental Kansas City Hotel Mortgage Loan % of original assets 3.4%
Williamsburg Premium Outlets Mortgage Loan % of original assets 1.7%
Maximum single loan concentration threshold 10%
Trimont L L C Primary Servicer Effective Date March 1, 2025
Wells Fargo Primary Servicer End Date March 1, 2025
R O C Debt Strategies Lawsuit Filing Date January 13, 2025
R O C Debt Strategies Lawsuit Dismissal Date January 22, 2026
C W Capital Cobalt Lawsuit Claims Dismissal Date January 13, 2026
Commerzbank A G Lawsuit Start Year 2017
D B T C A/ D B N T C Summary Judgment Motion Filing Date September 26, 2024
I K B International Lawsuit Start Year 2015
I K B International Damages Sought $268 million
I K B International Summary Judgment Motions Filing Date November 2024
I K B International Court Rulings Dates August and October 2025

About This Analysis

AI-powered summary derived from the original SEC filing.

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March 24, 2026 at 02:42 PM

Important Disclaimer

This AI-generated analysis is for informational purposes only and does not constitute financial or investment advice. Always consult with qualified professionals and conduct your own research before making investment decisions.