signature=16530d25da0748d0326483d260f572ce,Form 10-D

Form 10-D

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-D

ASSET-BACKED ISSUER DISTRIBUTION REPORT

PURSUANT TO SECTION 13 OR 15(d) OF

THE SECURITIES EXCHANGE ACT OF 1934

For the monthly distribution period from:

July 28, 2020 to August 25, 2020

Commission File Number of issuing entity: 333-179292-02

Central Index Key Number of issuing entity: 0001551097

Sequoia Mortgage Trust 2012-3

(Exact name of issuing entity as specified in its charter)

Commission File Number of depositor: 333-179292

Central Index Key Number of depositor: 0001176320

Sequoia Residential Funding, Inc.

(Exact name of depositor as specified in its charter)

Central Index Key Number of sponsor: 0001530239

RWT Holdings, Inc.

(Exact name of sponsor as specified in its charter)

Jeremy P. Strom

(720) 627-8472

(Name and telephone number, including area code, of the person to contact in connection with this filing)

New York

(State or other jurisdiction of incorporation or organization of the issuing entity)

38-3875746

38-3875747

(I.R.S. Employer Identification No.)

c/o Citibank, N.A.

388 Greenwich Street, 14th Floor

New York, New York

10013

(Address of principal executive offices of the issuing entity)

(Zip Code)

(212) 816-5693

(Telephone number, including area code)

Registered/reporting pursuant to

(check one)

Name of

exchange

(If Section 12(b))

Title of class

Section 12(b)

Section 12(g)

Section 15(d)

A-1

¨

¨

x

A-2

¨

¨

x

A-IO1

¨

¨

x

A-IO2

¨

¨

x

B-1

¨

¨

x

B-2

¨

¨

x

B-3

¨

¨

x

B-4

¨

¨

x

B-5

¨

¨

x

LT-R

¨

¨

x

R

¨

¨

x

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act

of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.    Yes  x    No  ¨

PART I DISTRIBUTION INFORMATION

Item 1. Distribution and Pool Performance Information.

On August 25, 2020, a distribution was made to holders of the certificates issued by Sequoia Mortgage Trust 2012-3.

The distribution report is attached as Exhibit 99.1 to this Form 10-D.

No assets securitized by Sequoia Residential Funding, Inc. (the Depositor) and held by Sequoia Mortgage Trust 2012-3 were the subject of a demand

to repurchase or replace for breach of the representations and warranties during the monthly distribution period from July 28, 2020 to August 25, 2020.

RWT Holdings, Inc. (the Securitizer), an affiliate of the Depositor, is the sponsor and the Securitizer of assets held by Sequoia Mortgage Trust

2012-3. The Securitizer filed its first Form ABS-15G on February 6, 2012, and most recently filed its Form ABS-15G on August 13, 2020. The CIK number of the Securitizer is 0001530239.

PART II OTHER INFORMATION

Item 2. Legal Proceedings.

The Depositor has been notified by Wells Fargo Bank, N.A. (Wells Fargo) of an update to material pending legal proceedings to which Wells Fargo is subject in connection with its role on certain RMBS transactions. The Depositor is not a party to, nor is this Sequoia transaction subject to, the pending legal proceedings.

Disclosure from Wells Fargo:

Beginning on June 18, 2014, a group of institutional investors filed civil complaints in the Supreme Court of the State of New York, New York County, and later the U.S. District Court for the Southern District of New York, against Wells Fargo Bank, N.A., (Wells Fargo Bank) in its capacity as trustee for certain residential mortgage backed securities (RMBS) trusts. The complaints against Wells Fargo Bank alleged that the trustee caused losses to investors and asserted causes of action based upon, among other things, the trustee's alleged failure to: (i) notify and enforce repurchase obligations of mortgage loan sellers for purported breaches of representations and warranties, (ii) notify investors of alleged events of default, and (iii) abide by appropriate standards of care following alleged events of default. Relief sought included money damages in an unspecified amount, reimbursement of expenses, and equitable relief. In November 2018, Wells Fargo Bank reached an agreement, in which it denied any wrongdoing, to resolve such claims on a classwide basis for the 271 RMBS trusts at issue. On May 6, 2019, the court entered an order approving the settlement agreement. Separate lawsuits against Wells Fargo Bank making similar allegations filed by certain other institutional investors concerning several RMBS trusts in New York federal and state court are not covered by the settlement agreement.

In addition to the foregoing cases, in August 2014 and August 2015 Nomura Credit & Capital Inc. (Nomura) and Natixis Real Estate Holdings, LLC (Natixis) filed a total of seven third-party complaints against Wells Fargo Bank in New York state court. In the underlying first-party actions, Nomura and Natixis have been sued for alleged breaches of representations and warranties made in connection with residential mortgage-backed securities sponsored by them. In the third-party actions, Nomura and Natixis allege that Wells Fargo Bank, as master servicer, primary servicer or securities administrator, failed to notify Nomura and Natixis of their own breaches, failed to properly oversee the primary servicers, and failed to adhere to accepted servicing practices. Natixis additionally alleges that Wells Fargo Bank failed to perform default oversight duties. Wells Fargo Bank has asserted counterclaims alleging that Nomura and Natixis failed to provide Wells Fargo Bank notice of their representation and warranty breaches.

With respect to each of the foregoing litigations, Wells Fargo Bank believes plaintiffs' claims are without merit and intends to contest the claims vigorously, but there can be no assurances as to the outcome of the litigations or the possible impact of the litigations on Wells Fargo Bank or the related RMBS trusts.

Item 10.

Exhibits.

(a) The following is a list of documents filed as part of this Report on Form 10-D:

(99.1): Monthly report distributed to holders of the certificates issued by Sequoia Mortgage Trust 2012-3, relating to the August 25, 2020 distribution.

(b) The exhibits required to be filed by the Registrant pursuant to this Form 10-D are listed above and in the Exhibit Index that

immediately follows the signature page hereof.

EXHIBIT INDEX

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

thereunto duly authorized.

Sequoia Residential Funding, Inc.

(Depositor)

/s/ Jeremy P. Strom

Jeremy P. Strom, President & Senior Officer in Charge of Securitization

Date: September 9, 2020