Just Rocks, Inc. - Sep 27, 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.
Stock symbol
BRLT
Transactions as of
Sep 27, 2021
Transactions value $
-$8,163,818
Form type
4
Date filed
9/28/2021, 09:21 PM
Previous filing
Sep 23, 2021
Next filing
Jan 14, 2022

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 -728K -1.45% $0.00 49.5M Sep 27, 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 -$8.16M -728K -1.45% $11.22 49.5M Sep 27, 2021 Class D Common Stock 728K 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.