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    Large owner Mainsail Gp Iii, Llc converted options into 2,700 shares and sold $5,006 worth of shares (2,700 units at $1.85) (SEC Form 4)

    3/17/25 4:58:44 PM ET
    $BRLT
    Consumer Specialties
    Consumer Discretionary
    Get the next $BRLT alert in real time by email
    SEC FORM 4 SEC Form 4
    FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
    Washington, D.C. 20549

    STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

    Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
    or Section 30(h) of the Investment Company Act of 1940
    OMB APPROVAL
    OMB Number: 3235-0287
    Estimated average burden
    hours per response: 0.5
      
    Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
    X
    Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
    1. Name and Address of Reporting Person*
    MAINSAIL GP III, LLC

    (Last) (First) (Middle)
    C/O MAINSAIL MANAGEMENT COMPANY, LLC
    500 WEST 5TH STREET, SUITE 1100

    (Street)
    AUSTIN TX 78701

    (City) (State) (Zip)
    2. Issuer Name and Ticker or Trading Symbol
    Brilliant Earth Group, Inc. [ BRLT ]
    5. Relationship of Reporting Person(s) to Issuer
    (Check all applicable)
    Director X 10% Owner
    Officer (give title below) Other (specify below)
    3. Date of Earliest Transaction (Month/Day/Year)
    03/13/2025
    4. If Amendment, Date of Original Filed (Month/Day/Year)
    6. Individual or Joint/Group Filing (Check Applicable Line)
    Form filed by One Reporting Person
    X Form filed by More than One Reporting Person
    Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
    1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
    Code V Amount (A) or (D) Price
    Class B Common Stock 03/13/2025 C(1)(2) 2,700(1) D (1) 31,898,071(3) I See footnotes(3)(4)
    Class A Common Stock 03/13/2025 C(1) 2,700(1) A (1) 2,700 I See footnote(4)
    Class A Common Stock 03/13/2025 S(4) 2,700(1) D $1.8541(5) 0 I See footnote(4)
    Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
    (e.g., puts, calls, warrants, options, convertible securities)
    1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
    Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
    LLC Units (2) 03/13/2025 C(1)(2) 2,700(1) (2) (2) Class A Common Stock 2,700 (2) 31,898,071(3) I See footnotes(3)(4)
    1. Name and Address of Reporting Person*
    MAINSAIL GP III, LLC

    (Last) (First) (Middle)
    C/O MAINSAIL MANAGEMENT COMPANY, LLC
    500 WEST 5TH STREET, SUITE 1100

    (Street)
    AUSTIN TX 78701

    (City) (State) (Zip)

    Relationship of Reporting Person(s) to Issuer
    Director X 10% Owner
    Officer (give title below) Other (specify below)
    1. Name and Address of Reporting Person*
    Mainsail Partners III, L.P.

    (Last) (First) (Middle)
    C/O MAINSAIL MANAGEMENT COMPANY, LLC
    500 WEST 5TH STREET, SUITE 1100

    (Street)
    AUSTIN TX 78701

    (City) (State) (Zip)

    Relationship of Reporting Person(s) to Issuer
    Director X 10% Owner
    Officer (give title below) Other (specify below)
    1. Name and Address of Reporting Person*
    Mainsail Co-Investors III, L.P.

    (Last) (First) (Middle)
    C/O MAINSAIL MANAGEMENT COMPANY, LLC
    500 WEST 5TH STREET, SUITE 1100

    (Street)
    AUSTIN TX 78701

    (City) (State) (Zip)

    Relationship of Reporting Person(s) to Issuer
    Director X 10% Owner
    Officer (give title below) Other (specify below)
    1. Name and Address of Reporting Person*
    MAINSAIL INCENTIVE PROGRAM, LLC

    (Last) (First) (Middle)
    C/O MAINSAIL MANAGEMENT COMPANY, LLC
    500 WEST 5TH STREET, SUITE 1100

    (Street)
    AUSTIN TX 78701

    (City) (State) (Zip)

    Relationship of Reporting Person(s) to Issuer
    Director X 10% Owner
    Officer (give title below) Other (specify below)
    1. Name and Address of Reporting Person*
    MAINSAIL MANAGEMENT COMPANY, LLC

    (Last) (First) (Middle)
    C/O MAINSAIL MANAGEMENT COMPANY, LLC
    500 WEST 5TH STREET, SUITE 1100

    (Street)
    AUSTIN TX 78701

    (City) (State) (Zip)

    Relationship of Reporting Person(s) to Issuer
    Director X 10% Owner
    Officer (give title below) Other (specify below)
    Explanation of Responses:
    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) 2,637 LLC Units and shares of Class B common stock exchanged by Mainsail Partners III, L.P. ("MP III"), (ii) 5 LLC Units and shares of Class B common stock exchanged by Mainsail Incentive Program, LLC ("MIP"), and (iii) 58 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) 31,147,528 shares of Class B common stock (and associated LLC Units) held by MP III, (ii) 61,920 shares of Class B common stock (and associated LLC Units) held by MIP, and (iii) 688,623 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 $1.75 to $1.94, 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.
    /s/ Gavin Turner, Mainsail GP III, LLC 03/17/2025
    /s/ Gavin Turner, Mainsail Partners III, L.P. 03/17/2025
    /s/ Gavin Turner, Mainsail Co-Investors III, L.P. 03/17/2025
    /s/ Gavin Turner, Mainsail Incentive Program, LLC 03/17/2025
    /s/ Gavin Turner, Mainsail Management Company, LLC 03/17/2025
    ** Signature of Reporting Person Date
    Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
    * If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
    ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
    Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
    Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
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