Just Rocks, Inc. - 27 Sep 2021 Form 4 Insider Report for Brilliant Earth Group, Inc. (BRLT)

Role: 10%+ Owner
Signature: /s/ Jeffrey Kuo as Attorney-in-fact for Eric Grossberg the President of Just Rocks, Inc.
Issuer symbol: BRLT
Transactions as of: 27 Sep 2021
Net transactions value: -$8,163,818
Form type: 4
Filing time: 28 Sep 2021, 21:21:04 UTC
Previous filing: 23 Sep 2021
Next filing: 14 Jan 2022
SEC: View on sec.gov

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	BRLT	Class C Common Stock	Disposed to Issuer	$0	-727,613	-1.4%	$0.000000	49,505,250	27 Sep 2021	Direct	F1, F2, F3

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	BRLT	Common Units	Disposed to Issuer	$8,163,818	-727,613	-1.4%	$11.22	49,505,250	27 Sep 2021	Class D Common Stock	727,613		Direct	F3, F4, F5, F6

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Reflects the cancellation for no consideration of Class B Common Stock in connection with the redemption of the Common Units for cash.
F2	The Class C Common Stock will automatically convert into one share of Class B Common Stock upon the earlier of (1) the 10-year anniversary of the date of the closing of the Issuer's Initial Public Offering and (2) the date on which the Reporting Person ceases to hold at least 8% of the aggregate number of shares of all classes of the Issuer's Common Stock then outstanding.
F3	Beth Gerstein and Eric Grossberg are the joint shareholders of Just Rocks, Inc. through various trusts for which they are the trustees and have voting and investment power over.
F4	The Common Units may be redeemed by the Reporting Person at any time for shares of Class A Common Stock on a 1-to-1 basis, and a corresponding number of shares of Class B Common Stock will be forefeited in connection with the redemption. The Common Units have no expiration date.
F5	As described in the prospectus filed by the Issuer with the Securities and Exchange Commission, upon the closing of the initial public offering and the underwriters' exercise of the additional shares, the Issuer redeemed the Common Units from the Reporting Person.
F6	The Common Units are fully vested.

Remarks:

Exhibit 24 - Power of Attorney.