Filing Details

Accession Number:
0000950170-23-072390
Form Type:
4
Zero Holdings:
No
Publication Time:
2023-12-21 20:54:14
Reporting Period:
2023-12-19
Accepted Time:
2023-12-21 20:54:14
SEC Url:
Form 4 Filing
Issuer
Cik Name Symbol Sector (SIC) IRS No
1866757 Brilliant Earth Group Inc. BRLT () DE
Insiders
Cik Name Reported Address Insider Title Director Officer Large Shareholder Other
1543760 Mainsail Partners Iii, L.p. C/O Mainsail Management Company, Llc
500 West 5Th Street, Suite 1100
Austin TX 78701
No No No No
1570211 Mainsail Co-Investors Iii, L.p. C/O Mainsail Management Company, Llc
500 West 5Th Street, Suite 1100
Austin TX 78701
No No No No
1883293 Mainsail Incentive Program, Llc C/O Mainsail Management Company, Llc
500 West 5Th Street, Suite 1100
Austin TX 78701
No No No No
1883360 Mainsail Gp Iii, Llc C/O Mainsail Management Company, Llc
500 West 5Th Street, Suite 1100
Austin TX 78701
No No No No
1883367 Mainsail Management Company, Llc C/O Mainsail Management Company, Llc
500 West 5Th Street, Suite 1100
Austin TX 78701
No No No No
Reported Non-Derivative Transactions
Sec. Name Acquisiton - Disposition Date Amount Price Remaning Holdings Equity Swap Involved Form Type Code Nature of Ownership Explanation
Class B Common Stock Disposition 2023-12-19 15,133 $0.00 31,950,638 No 4 C Indirect See footnotes
Class A Common Stock Acquisiton 2023-12-19 15,133 $0.00 15,133 No 4 C Indirect See footnote
Class A Common Stock Disposition 2023-12-19 15,133 $3.51 0 No 4 S Indirect See footnote
Class B Common Stock Disposition 2023-12-21 8,233 $0.00 31,942,405 No 4 C Indirect See footnotes
Class A Common Stock Acquisiton 2023-12-21 8,233 $0.00 8,233 No 4 C Indirect See footnote
Class A Common Stock Disposition 2023-12-21 8,233 $3.51 0 No 4 S Indirect See footnote
Equity Swap Involved Form Type Code Nature of Ownership Explanation
No 4 C Indirect See footnotes
No 4 C Indirect See footnote
No 4 S Indirect See footnote
No 4 C Indirect See footnotes
No 4 C Indirect See footnote
No 4 S Indirect See footnote
Reported Derivative Transactions
Sec. Name Sec. Type Acquisiton - Disposition Date Amount Price Amount - 2 Price - 2
Class A Common Stock LLC Units Disposition 2023-12-19 15,133 $0.00 15,133 $0.00
Class A Common Stock LLC Units Disposition 2023-12-21 8,233 $0.00 8,233 $0.00
Remaning Holdings Exercise Date Expiration Date Equity Swap Involved Transaction Form Type Transaction Code Nature of Ownership
31,950,638 No 4 C Indirect
31,942,405 No 4 C Indirect
Footnotes
  1. Represents common units of Brilliant Earth, LLC (the "LLC Units") and shares of Class B common stock exchanged for shares of Class A common stock including (i) 14,777 LLC Units and shares of Class B common stock exchanged by Mainsail Partners III, L.P. ("MP III"), (ii) 29 LLC Units and shares of Class B common stock exchanged by Mainsail Incentive Program, LLC ("MIP"), and (iii) 327 LLC Units and shares of Class B common stock exchanged by Mainsail Co-Investors III, L.P. ("MCOI").
  2. LLC Units (together with one share of Class B common stock for every LLC Unit) are exchangeable for one share of the Issuer's Class A common stock. The reported LLC Units, which were acquired by the reporting persons prior to the Issuer's initial public offering, do not expire.
  3. Consists of (i) 31,198,859 shares of Class B common stock (and associated LLC Units) held by MP III, (ii) 62,022 shares of Class B common stock (and associated LLC Units) held by MIP, and (iii) 689,757 shares of Class B common stock (and associated LLC Units) held by MCOI.
  4. Mainsail GP III, LLC ("GP III") is the general partner of MP III. MCOI is a co-investment vehicle that invests alongside MP III. GP III is the general partner of MCOI. A three member investment committee of GP III acts by a majority vote, with Gavin Turner possessing a veto right, with respect to the voting and dispositive power of the securities held by MP III and MCOI. Mainsail Management Company, LLC ("MMC") is the managing member of MIP, and Gavin Turner is the sole Manager of MMC. Mr. Turner has separately reported the transactions and reported securities reflected in this statement. The reporting persons disclaim beneficial ownership of the reported securities except to the extent of their respective pecuniary interests therein.
  5. This sale of shares of Class A common stock was executed pursuant to a Rule 10b5-1 plan that was entered into by the reporting persons during an open trading window. This transaction was executed in multiple trades at prices ranging from $3.50 to $3.58, inclusive. The reported price reflects the weighted average sale price. The reporting persons hereby undertake to provide upon request to the United States Securities and Exchange Commission staff, the Issuer or a security holder of the Issuer full information regarding the number of shares and prices at which the transaction was affected.
  6. Represents the LLC Units and shares of Class B common stock exchanged for shares of Class A common stock including (i) 8,039 LLC Units and shares of Class B common stock exchanged by MP III, (ii) 16 LLC Units and shares of Class B common stock exchanged by MIP, and (iii) 178 LLC Units and shares of Class B common stock exchanged by MCOI.
  7. Consists of (i) 31,190,820 shares of Class B common stock (and associated LLC Units) held by MP III, (ii) 62,006 shares of Class B common stock (and associated LLC Units) held by MIP, and (iii) 689,579 shares of Class B common stock (and associated LLC Units) held by MCOI.
  8. This sale of shares of Class A common stock was executed pursuant to a Rule 10b5-1 plan that was entered into by the reporting persons during an open trading window. This transaction was executed in multiple trades at prices ranging from $3.47 to $3.55, inclusive. The reported price reflects the weighted average sale price. The reporting persons hereby undertake to provide upon request to the United States Securities and Exchange Commission staff, the Issuer or a security holder of the Issuer full information regarding the number of shares and prices at which the transaction was affected.