UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported) ~~September 19~~ October 9, 2025

BMO 2025-5C12 Mortgage Trust

(Exact name of issuing entity)

(Central Index Key number of issuing entity: 0002061934)

BMO Commercial Mortgage Securities LLC

(Exact name of the depositor as specified in its charter)

(Central Index Key number of depositor: 0001861132)

Bank of Montreal

(Central Index Key number: 0000927971)

Argentic Real Estate Finance 2 LLC

(Central Index Key number: 000196841)

Citi Real Estate Funding Inc.

(Central Index Key number: 0001701238)

German American Capital Corporation

(Central Index Key number: 000154129)

KeyBank National Association

(Central Index Key number: 0001089877)

Starwood Mortgage Capital LLC

(Central Index Key number: 0001548405)

UBS AG

(Central Index Key number: 0001685185)

Greystone Commercial Mortgage Capital LLC

(Central Index Key number: 0001931347)

Natixis Real Estate Capital LLC

(Central Index Key number: 0001542256)

(Exact name of sponsors as specified in their charters)

Delaware	333-280224-09	86-2713125
(State or other jurisdiction of incorporation of depositor)	(Commission File Number of issuing entity)	(IRS Employer Identification No. of depositor)
(State or other jurisdiction	(Commission File Number	(IRS Employer Identification
of incorporation of depositor)	of issuing entity)	No. of depositor)

151 West 42nd Street
New York, New York	10036
(Address of principal executive offices of depositor)	(Zip Code of depositor)

Depositor’s telephone number, including area code (212) 885-4000

Not Applicable ~~(Former name or former address, if changed since last report.)~~

(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading

Symbol(s)

Name of each exchange on which registered

None

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 8.01.

Other Events.

On ~~September~~ 19October ~~2025~~9, ~~BMO~~2025 ~~Capital Markets Corp.~~ (the “~~BMO~~Closing ~~Capital Markets~~Date”), ~~Citigroup~~BMO ~~Global~~Commercial ~~Markets~~Mortgage ~~Inc.~~Securities LLC (the “~~CGMI~~Depositor”) caused the issuance, pursuant ~~Deutsche~~to ~~Bank~~a ~~Securities~~Pooling ~~Inc.~~and ~~(“DBSI”)~~Servicing Agreement, ~~KeyBanc~~dated ~~Capital~~as ~~Markets~~of ~~Inc.~~October ~~(“KeyBanc Capital”)~~1, ~~UBS~~ ~~Securities~~2025 ~~LLC~~ (the “~~UBS~~Pooling ~~Securities~~and Servicing Agreement”), ~~Academy~~between the ~~Securities~~Depositor, ~~Inc.~~as ~~(“Academy”)~~depositor, ~~Bancroft~~ ~~Capital,~~Midland ~~LLC~~Loan ~~(“Bancroft”)~~Services, ~~Drexel~~a ~~Hamilton~~Division of PNC Bank, ~~LLC~~National ~~(“Drexel”)~~Association, ~~Mischler~~as ~~Financial~~master ~~Group~~servicer, Argentic Services ~~Inc.~~Company ~~(“Mischler”)~~LP, ~~and~~as ~~Natixis~~special ~~Securities~~servicer, ~~Americas~~Park ~~LLC~~Bridge ~~(“Natixis”~~Lender ~~and~~Services LLC, ~~together~~ inas ~~such~~operating ~~capacity~~advisor ~~with~~and ~~BMO~~as ~~Capital~~asset ~~Markets,~~representations ~~CGMI~~reviewer, ~~DBSI,~~Computershare Trust ~~KeyBanc Capital~~Company, ~~UBS~~National ~~Securities~~Association, ~~Academy,~~as ~~Bancroft,~~certificate ~~Drexel~~administrator and ~~Mischler~~as trustee, ~~the~~ ~~“Underwriters”)~~of ~~entered~~the ~~into~~BMO an2025-5C12 ~~agreement~~Mortgage ~~with~~Trust, ~~BMO~~ Commercial Mortgage Pass-Through ~~Securities~~Certificates, ~~LLC~~Series 2025-5C12 (the “~~Depositor~~Certificates”),. Capitalized terms used but not defined herein shall ~~dated~~have ~~September~~the ~~19,~~meanings ~~2025~~assigned (to them in the ~~“Underwriting~~Pooling and Servicing Agreement~~”),~~. anThe ~~executed~~Pooling ~~version~~and ofServicing ~~which~~Agreement iswas attached ~~hereto~~ as Exhibit 4.1, ~~with respect~~ to the ~~sale~~Depositor’s ofCurrent ~~the~~Report ~~Public~~on ~~Certificates~~Form ~~(as~~8-K/A, ~~defined~~filed ~~below)~~with ~~scheduled~~the toSecurities ~~occur~~and onExchange orCommission ~~about October 9, 2025~~ (the “~~Closing Date~~Commission”). on ~~The~~October ~~Public~~9, ~~Certificates~~2025 ~~are~~under ~~expected~~Commission toFile ~~have~~No. ~~an aggregate initial principal amount of $556,413,000~~333-280224-09.

The ~~Depositor~~Certificates ~~also entered~~consist ~~into~~of ~~an agreement to sell~~ the ~~Private~~following ~~Certificates~~classes, (designated as ~~defined below~~(i), ~~having~~the anClass ~~aggregate initial principal amount of approximately $71~~A-1,~~799,000, to~~ ~~BMO~~Class ~~Capital Markets~~A-2, ~~CGMI,~~Class ~~DBSI~~A-3, ~~KeyBanc~~Class ~~Capital~~X-A, ~~UBS~~Class ~~Securities~~X-B, ~~Academy,~~Class ~~Bancroft~~A-S, ~~Drexel,~~Class ~~Mischler~~B and ~~Natixis~~Class ~~(collectively in~~C ~~such~~Certificates ~~capacity~~(collectively, the “~~Initial~~Public ~~Purchasers~~Certificates”), ~~pursuant~~and to(ii) athe ~~certificate~~Class ~~purchase agreement~~X-D, ~~dated~~Class asX-F, ofClass ~~September 19~~D, ~~2025 (the~~Class ~~“Certificate~~E, ~~Purchase~~Class ~~Agreement”)~~F, Class ~~among~~G-RR, ~~the~~Class ~~Depositor~~J-RR and ~~the~~Class ~~Initial~~R ~~Purchasers. The Private~~ Certificates ~~will be~~(collectively, ~~sold in a transaction exempt from registration under~~ the ~~Securities~~“Private ~~Act of 1933, as amended, pursuant to Section 4(a~~Certificates”)~~(2) of the Act~~.

OnAll orof ~~about~~ the ~~Closing Date~~Public Certificates, having ~~the~~an ~~Depositor~~aggregate isinitial ~~expected~~principal toamount ~~cause~~of ~~the~~$556,413,000, ~~issuance~~were ofsold ~~the~~to BMO ~~2025-5C12~~Capital ~~Mortgage~~Markets ~~Trust~~Corp. (“BMO Capital Markets”), Citigroup ~~Commercial~~Global ~~Mortgage~~Markets ~~Pass-Through~~Inc. ~~Certificates~~(“CGMI”), Deutsche Bank Securities Inc. (“DBSI”), KeyBanc Capital ~~Series~~Markets ~~2025-5C12~~Inc. (~~the~~“KeyBanc Capital”), UBS Securities LLC (“~~Certificates~~UBS Securities”), ~~pursuant~~Academy toSecurities, aInc. (“Academy”), ~~Pooling~~Bancroft Capital, LLC (“Bancroft”), Drexel Hamilton, LLC (“Drexel”), Mischler Financial Group, Inc. (“Mischler”) and ~~Servicing~~Natixis Securities Americas LLC (“Natixis” and, together with BMO Capital Markets, CGMI, DBSI, KeyBanc Capital, UBS Securities, Academy, Bancroft, Drexel and Mischler, in such capacity, the “Underwriters”), pursuant to an Underwriting Agreement, dated as of ~~October~~September 119, 2025, (the “~~Pooling and Servicing~~ Underwriting Agreement”), between the Depositor and the Underwriters. BMO Capital, asCGMI, ~~depositor~~DBSI, ~~Midland~~KeyBanc ~~Loan~~Capital ~~Services,~~and aUBS ~~Division~~Securities are acting as co-lead managers in connection with the offering of the Public Certificates. The Public Certificates were offered by the Underwriters ~~PNC~~for ~~Bank,~~sale ~~National~~to ~~Association~~the public, aspursuant ~~master~~to ~~servicer~~the Depositor’s Preliminary Prospectus, ~~Argentic~~dated ~~Services~~September ~~Company~~15, LP2025, asand ~~special~~by ~~servicer~~the Prospectus, ~~Park~~dated September ~~Bridge~~19, ~~Lender~~2025 ~~Services~~(the ~~LLC~~“Prospectus”), in negotiated transactions or otherwise at varying prices determined at the astime ~~operating~~of ~~advisor~~sale. ~~and~~In asconnection ~~asset~~with ~~representations~~the ~~reviewer~~issuance, and ~~Computershare~~sale ~~Trust~~to ~~Company~~the Underwriters, ~~National~~of ~~Association~~the Public Certificates, asa ~~trustee~~legal ~~and~~opinion aswas ~~certificate~~rendered ~~administrator.~~related ~~The~~to ~~Pooling~~the validity of, and ~~Servicing~~certain ~~Agreement~~federal isincome tax considerations relating to, the Public Certificates, which legal opinion is attached hereto as Exhibit 45.1. ~~Capitalized~~The ~~terms~~Prospectus ~~used~~was ~~but~~filed ~~not~~with ~~defined herein shall have~~ the ~~meanings~~Commission ~~assigned~~on toSeptember ~~them~~23, in2025 ~~the~~under ~~Pooling~~Commission ~~and~~File ~~Servicing~~Number ~~Agreement~~333-280224-09.

~~The~~All ~~Certificates~~of ~~will~~the ~~consist~~Private Certificates, ofhaving ~~the~~an ~~following~~aggregate ~~classes~~initial principal amount of $71,799,000 ~~designated~~were assold ~~(i)~~to ~~the~~BMO ~~Class~~Capital ~~A-1~~Markets, ~~Class~~CGMI, ~~A-2~~DBSI, ~~Class~~KeyBanc ~~A-3~~Capital, ~~Class~~UBS ~~X-A~~Securities, Academy, ~~Class~~Bancroft, ~~X-B~~Drexel, ~~Class~~Mischler ~~A-S~~and Natixis (together with BMO Capital Markets, ~~Class~~CGMI, BDBSI, ~~and~~KeyBanc ~~Class~~Capital, CUBS Securities, Academy, ~~Certificates~~Bancroft, ~~(collectively~~Drexel and Mischler, in such capacity, the “~~Public~~Initial ~~Certificates~~Purchasers”), ~~and~~pursuant ~~(ii)~~to ~~the~~a ~~Class~~Purchase ~~X-D~~Agreement, dated ~~Class~~as ~~X-F,~~of ~~Class~~September D19, ~~Class E~~2025, ~~Class~~between ~~F, Class~~the ~~G-RR,~~Depositor ~~Class~~and ~~J-RR~~the ~~and~~Initial ~~Class~~Purchasers. RThe Private Certificates ~~(collectively~~were sold in private placement transactions exempt from registration under the Securities Act of 1933, as amended (the “~~Private Certificates~~Act”), pursuant to Section 4(a)(2) of the Act.

~~BMO~~The ~~Capital~~net ~~Markets,~~proceeds ~~CGMI,~~of the ~~DBSI,~~sale ~~KeyBanc~~of ~~Capital~~the ~~and~~Certificates ~~UBS~~were ~~Securities~~applied ~~are~~to ~~acting~~the aspurchase ~~co-lead~~of ~~managers~~the inMortgage ~~connection~~Loans ~~with~~by the ~~offering~~Depositor from Bank of ~~the~~Montreal, ~~Public~~Argentic ~~Certificates.~~Real ~~The~~Estate ~~Public~~Finance ~~Certificates~~2 ~~were~~LLC ~~offered~~(“AREF2”), byCiti ~~the~~Real ~~Underwriters~~Estate ~~for~~Funding ~~sale~~Inc., toGerman ~~the~~American ~~public~~Capital Corporation, ~~pursuant~~Greystone toCommercial ~~the~~Mortgage Capital ~~Depositor’s Preliminary Prospectus~~LLC, ~~dated~~ ~~September~~KeyBank ~~15,~~National ~~2025~~Association, ~~and~~Natixis byReal ~~the~~Estate ~~Prospectus~~Capital LLC, ~~dated~~Starwood ~~September~~Mortgage 19Capital, ~~2025~~LLC ~~(the~~and ~~“Prospectus”),~~UBS inAG ~~negotiated~~New ~~transactions~~York Branch. orThe ~~otherwise~~net atproceeds ~~varying~~to ~~prices~~the ~~determined~~Depositor atof the ~~time~~offering of ~~sale.~~the Certificates, after

~~The~~deducting ~~Certificates~~expenses ~~represent,~~payable by the Depositor in ~~the~~connection ~~aggregate,~~with the ~~entire~~issuance ~~beneficial~~and ~~ownership~~distribution inof the ~~BMO~~Certificates ~~2025-5C12~~of ~~Mortgage~~approximately ~~Trust~~$7,815,950.06, ~~(the~~were ~~“Issuing~~approximately ~~Entity”)~~$653,525,207.05. Of athe ~~common law~~expenses ~~trust~~paid ~~fund~~by tothe beDepositor, ~~formed~~approximately ~~under~~$311,545.00 ~~the~~were ~~laws~~paid ofdirectly ~~the~~to ~~State~~affiliates of ~~New~~the ~~York~~Depositor, ~~pursuant~~$80,000,00 toin the form ~~Pooling~~of ~~and~~fees ~~Servicing~~were ~~Agreement.~~paid ~~The~~to ~~assets~~the ofUnderwriters and the ~~Issuing~~ ~~Entity~~Initial ~~consist~~Purchasers, ~~primarily~~$124,845.00 ofwere 45paid ~~fixed-rate~~to ~~mortgage~~or ~~loans~~for (the ~~“Mortgage~~counsel ~~Loans”)~~to ~~secured~~the ~~by first liens on various~~Underwriters ~~types~~and ofthe ~~commercial~~Initial Purchasers, ~~multifamily~~ and ~~manufactured~~approximately ~~housing community properties~~$7,299,560.06 ~~The~~were ~~Mortgage~~other ~~Loans~~expenses. ~~are~~All ~~expected~~of tothe beforegoing ~~acquired~~expense byamounts are the Depositor’s reasonable ~~from~~estimates ~~(i) Bank~~ of ~~Montreal~~such ~~(“BMO”),~~expenses. ~~pursuant~~No tounderwriting adiscounts ~~Mortgage~~and ~~Loan~~commissions ~~Purchase~~or ~~Agreement~~finder’s ~~dated~~fees aswere ofpaid ~~October~~by ~~1, 2025 (~~the ~~“BMO Mortgage Loan Purchase Agreement”),~~Depositor.

~~between~~Further ~~the~~information ~~Depositor and BMO, (ii) Argentic~~regarding ~~Real~~sales ~~Estate Finance 2 LLC (“AREF2”), pursuant to a Mortgage Loan Purchase Agreement dated as~~ of ~~October 1, 2025 (~~the ~~“AREF2~~ ~~Mortgage~~Public ~~Loan~~Certificates ~~Purchase~~is ~~Agreement”),~~set ~~between~~forth ~~the~~in ~~Depositor and AREF2, (iii) Citi Real Estate Funding Inc. (“CREFI”), pursuant to a Mortgage Loan Purchase Agreement dated as of October 1, 2025 (~~the ~~“CREFI~~Underwriting ~~Mortgage Loan Purchase~~ Agreement~~”), between~~ ~~the Depositor and CREFI,~~ (~~iv) German American Capital Corporation (“GACC”)~~including, ~~pursuant to a Mortgage Loan Purchase Agreement, dated~~ as ~~of October 1, 2025 (the “GACC Mortgage Loan Purchase Agreement”), between the Depositor and GACC, (v) Greystone Commercial Mortgage Capital LLC (“GCMC”), pursuant~~ to ~~a Mortgage Loan Purchase Agreement dated as of October 1, 2025 (~~the ~~“GCMC~~price ~~Mortgage~~per ~~Loan~~class Purchase Agreement”) between the Depositor, GCMC and Greystone Select Company II LLC (the “Greystone Guarantor”), (vi) KeyBank National Association (“KeyBank”), pursuant to a Mortgage Loan Purchase Agreement dated as of ~~October~~Public 1Certificates, ~~2025 (the “KeyBank Mortgage Loan Purchase Agreement”), between~~ ~~the~~on ~~Depositor~~Schedule ~~and~~II ~~KeyBank, (vii~~thereto) ~~Natixis~~attached ~~Real Estate Capital LLC (“NREC”), pursuant to a Mortgage Loan Purchase Agreement dated~~ as ofExhibit ~~October~~ 1, ~~2025 (the “NREC Mortgage Loan Purchase Agreement”), between the Depositor and NREC, (viii) Starwood Mortgage Capital, LLC, pursuant~~ to ~~a Mortgage Loan Purchase Agreement dated as of October 1, 2025 (~~the ~~“SMC Mortgage Loan Purchase Agreement”) between the~~ Depositor’s ~~and~~Current ~~SMC,~~Report ~~and~~on ~~(ix)~~Form ~~UBS AG New York Branch (“UBS AG”)~~8-K/A, ~~pursuant~~filed ~~to a Mortgage Loan Purchase Agreement dated as of October 1, 2025 (the “UBS AG Mortgage Loan Purchase Agreement” and, together~~ with the ~~BMO~~Commission ~~Mortgage Loan~~on ~~Purchase Agreement, the AREF2 Mortgage Loan Purchase Agreement, CREFI Mortgage Loan Purchase Agreement, the GACC Mortgage Loan Purchase~~October ~~Agreement~~9, ~~the~~2025 ~~GCMC~~under ~~Mortgage~~Commission ~~Loan~~File ~~Purchase~~No. ~~Agreement~~333-280224-09, ~~the KeyBank Mortgage Loan Purchase Agreement, the NREC Mortgage Loan Purchase Agreement~~ and ~~the~~in ~~SMC Mortgage Loan Purchase Agreement,~~ the ~~“Mortgage Loan Purchase Agreements”), between the Depositor and UBS AG~~Prospectus. The ~~Mortgage~~related ~~Loan~~registration ~~Purchase~~statement ~~Agreements~~(file ~~are attached hereto as Exhibits 99~~no.1, ~~99.2,~~333-280224) ~~99.3,~~was ~~99.4, 99.5,~~originally ~~99.6,~~declared ~~99.7,~~effective ~~99.8~~on ~~and~~October ~~99.9~~10, ~~respectively~~2024.

~~The~~AREF2, ~~assets~~in ofits ~~the Issuing~~capacity ~~Entity~~as ~~are~~“retaining ~~expected~~sponsor” to(as ~~include~~such ~~several~~term ~~Mortgage~~is ~~Loans~~defined ~~which~~in ~~are~~Regulation ~~part~~RR (17 C.F.R. Part 246) promulgated under Section 15G of athe Securities ~~Whole~~Exchange ~~Loan~~Act of 1934, as ~~described~~amended (“Regulation RR”)) (the “Retaining Sponsor”), is satisfying its credit risk retention obligation under Regulation RR in connection with the ~~Prospectus.~~securitization ~~Each~~of ~~Whole~~the ~~Loan~~Mortgage isLoans referred to above ~~governed~~by (i) the purchase by aArgentic ~~co-lender,~~Securities ~~intercreditor~~Holdings or2 ~~similar~~Cayman ~~agreement~~Limited (~~each~~the “Argentic MOA”), a “Comajority-~~Lender Agreement~~owned affiliate” (as defined in Regulation RR) ~~between~~of AREF2, on the ~~holders~~Closing Date, of ~~the~~ ~~promissory~~an ~~notes~~“eligible ~~comprising~~vertical ~~such~~interest” ~~Whole~~(as ~~Loan~~defined in Regulation RR), in the ~~terms~~form of ~~which~~Certificates ~~are~~representing ~~described~~at ~~under~~least ~~“Description~~2.4000% of the ~~Mortgage~~Certificate ~~Pool—The~~Balance or Notional Amount, as applicable, ~~Whole~~of ~~Loans”~~each inClass ~~the~~of ~~Prospectus.~~Certificates ~~Each~~(other ~~Co-Lender~~than ~~Agreement~~the isClass ~~attached~~R asCertificates) an(collectively, ~~exhibit~~the ~~hereto~~“VRR Interest”), aswhich ~~identified~~VRR inInterest also represents approximately 2.4007% of all the ~~following~~“ABS ~~table~~interests” (i. ~~Moreover~~e., ~~certain~~the sum of ~~such~~the ~~Whole~~aggregate ~~Loans~~initial ~~will~~Certificate ~~not~~Balances of beall ~~serviced~~Classes ~~pursuant~~of toCertificates (other than the ~~Pooling~~Class ~~and~~R ~~Servicing~~Certificates)) ~~Agreement,~~issued ~~but~~by ~~will~~the ~~instead~~issuing beentity ~~serviced pursuant~~in toconnection awith ~~different~~this ~~servicing~~securitization transaction, ~~agreement~~and (~~each~~ii) the purchase by the Argentic MOA, on the Closing Date, of an “~~Outside~~eligible ~~Servicing~~horizontal ~~Agreement~~residual interest” (as defined in Regulation RR). ~~Each~~consisting ~~such~~of ~~Outside~~the ~~Servicing~~Class ~~Agreement is~~G-RR ~~attached~~and asClass anJ-RR ~~exhibit~~Certificates ~~hereto~~(collectively, asthe ~~described~~“HRR Certificates”) (in each case excluding the ~~following~~portion ~~table.~~of ~~For~~such aClass ~~description~~comprising the VRR Interest), with an aggregate initial Certificate Balance of ~~the~~$36,594,000, and ~~servicing~~having an aggregate fair value representing approximately 2.6758% of the ~~applicable~~fair ~~Whole~~value, ~~Loans under~~as ~~such~~of ~~Outside~~the ~~Servicing~~Closing ~~Agreement~~Date, ~~see~~of ~~“The~~all ~~Pooling~~of ~~and~~the ~~Servicing~~Certificates (other ~~Agreement—Servicing~~than the Class R Certificates) as of the ~~Outside~~Closing ~~Serviced~~Date, ~~Mortgage Loans”~~determined in ~~the~~accordance ~~Prospectus~~with Generally Accepted Accounting Principles.

Name of Mortgaged Property or Portfolio of Mortgaged Properties Securing Subject Whole Loan (as identified on the Mortgage Loan Schedule to the Pooling and Servicing Agreement)	Exhibit Number of Related Co-Lender Agreement	Exhibit Number of Related Outside Servicing Agreement (if any)
Warren Corporate Center	4.7	4.2
180 Water	4.8	4.3
Gateway Industrial Center	4.9	4.4
1000 Portside Drive	4.10	4.2
Vertex HQ	4.11	4.5
ILPT 2025 Portfolio	4.12	4.6
Parkwyn Townhome	4.13	4.4
Century Business Center	4.14	4.4

The aggregate fair value, as of the Closing Date, of the HRR Certificates (excluding in the case of each Class comprising the HRR Certificates, the portion thereof comprising the VRR Interest) is equal to approximately $17,695,870, representing approximately 2.6758% of the aggregate fair value, as of the Closing Date, of all the Certificates (other than the Class R Certificates) issued by the issuing entity.

~~Further~~The ~~information~~aggregate ~~regarding~~fair value, as of the ~~sale~~Closing Date, of the ~~Public~~“eligible ~~Certificates~~horizontal isresidual ~~set~~interest” ~~forth~~(as defined in Regulation RR) that the ~~Underwriting~~Retaining ~~Agreement~~Sponsor would ~~(including,~~be asrequired to ~~the~~retain ~~price~~in ~~per~~order ~~class~~to ofmeet ~~Public~~the ~~Certificates, on~~credit ~~Schedule~~risk IIretention ~~thereto)~~requirements ~~and~~of inRegulation ~~the~~RR ~~Depositor’s~~with ~~Prospectus,~~respect ~~dated~~to ~~September~~this 19securitization transaction, ~~2025.~~if ~~The~~it ~~related~~was ~~registration~~relying ~~statement~~solely ~~(file~~on ~~no. 333-280224)~~an ~~was~~“eligible ~~originally~~horizontal ~~declared~~residual ~~effective~~interest” onto ~~October~~satisfy 10such requirements, ~~2024.~~is Inapproximately $33,067,058, ~~connection~~representing ~~with~~5% ~~such~~of ~~Prospectus~~the aggregate fair value, as of the ~~principal~~Closing ~~executive~~Date, ~~officer~~ of all of the ~~Depositor~~Certificates ~~has~~(other ~~provided~~than the ~~certification~~Class ~~attached~~R ~~hereto~~Certificates) issued asby ~~Exhibit~~the 36issuing entity.1.

KeyBank National Association will act as primary servicer with respect to all of the Mortgage Loans that KeyBank is expected to sell to the Depositor, pursuant to that certain Primary Servicing Agreement, dated as of October 1, 2025, between Midland Loan Services, a Division of PNC Bank, National Association and KeyBank National Association, an executed version of which is attached hereto as Exhibit 99.10.

Item 9.01.

Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.	Description
Exhibit 1	Underwriting Agreement
Exhibit 5	Legality Opinion of Orrick, Herrington & Sutcliffe LLP, dated October 9, 2025
Exhibit 4.1	Pooling and Servicing Agreement
Exhibit 8	Tax Opinion of Orrick, Herrington & Sutcliffe LLP, dated October 9, 2025 (included as part of Exhibit 5)
Exhibit 4.2	Benchmark 2025-V17 PSA
Exhibit 23	Consent Opinion of Orrick, Herrington & Sutcliffe LLP, dated October 9, 2025 (included as part of Exhibit 5)
Exhibit 4.3	COMM 2025-180W TSA
Exhibit 4.4	WFCM 2025-5C5 PSA
Exhibit 4.5	VRTX 2025-HQ TSA
Exhibit 4.6	ILPT 2025-LP2 TSA
Exhibit 4.7	Warren Corporate Center Co-Lender Agreement
Exhibit 4.8	180 Water Co-Lender Agreement
Exhibit 4.9	Gateway Industrial Center Co-Lender Agreement
Exhibit 4.10	1000 Portside Drive Co-Lender Agreement
Exhibit 4.11	Vertex HQ Co-Lender Agreement
Exhibit 4.12	ILPT 2025 Portfolio Co-Lender Agreement
Exhibit 4.13	Parkwyn Townhomes Co-Lender Agreement
Exhibit 4.14	Century Business Center Co-Lender Agreement
Exhibit 36.1	Depositor’s Certification for Shelf Offerings of Asset-Backed Securities in respect of that certain Prospectus dated September 19, 2025, which such certification is dated September 19, 2025
Exhibit 99.1	BMO Mortgage Loan Purchase Agreement
Exhibit 99.2	AREF2 Mortgage Loan Purchase Agreement
Exhibit 99.3	CREFI Mortgage Loan Purchase Agreement
Exhibit 99.4	GACC Mortgage Loan Purchase Agreement
Exhibit 99.5	GCMC Mortgage Loan Purchase Agreement
Exhibit 99.6	KeyBank Mortgage Loan Purchase Agreement
Exhibit 99.7	NREC Mortgage Loan Purchase Agreement

Exhibit 99.8	SMC Mortgage Loan Purchase Agreement
Exhibit 99.9	UBS AG Mortgage Loan Purchase Agreement
Exhibit 99.10	Primary Servicing Agreement, dated as of October 1, 2025, between Midland Loan Services, a Division of PNC Bank, National Association, as master servicer, and KeyBank National Association, as primary servicer

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date: September 23, 2025	BMO COMMERCIAL MORTGAGE
Date: October 9, 2025	BMO COMMERCIAL MORTGAGE SECURITIES LLC
	SECURITIES LLC
	By:	/s/ Paul Vanderslice
	By:	/s/ Paul Vanderslice
		Name:	Paul Vanderslice
		Name: Paul Vanderslice
		Title:	Chief Executive Officer
		Title: Chief Executive Officer

BMO 2025-5C12 – Form 8-K (Closing)

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