Gavin Turner - 13 Mar 2025 Form 4 Insider Report for Brilliant Earth Group, Inc. (BRLT)

Source evidence Original filing metadata and source links for verification. 4 source fields
SEC form
4
Accepted by SEC
17 Mar 2025, 16:47:57 UTC
Prior SEC filing
29 Dec 2023
Source filing
View source filing
Reporting owner 1 detail
Reporting owner signature
/s/ Gavin Turner

Key filing fact

Gavin Turner filed Form 4 for Brilliant Earth Group, Inc. (BRLT) on 17 Mar 2025.

Key facts

  • This page summarizes Gavin Turner's Form 4 filing for Brilliant Earth Group, Inc. (BRLT).
  • 4 reported transactions and 1 derivative row are listed below.
  • Accepted by SEC: 17 Mar 2025, 16:47.

Change

  • Previous filing in this sequence was filed on 29 Dec 2023.
  • Current net transaction value: -$5,006.

Research use

  • This tells you what this filing adds before you inspect full transaction and derivative tables.
  • You can trace every row back to the original SEC filing document.

Evidence

Filed on Form 4

Ownership activity is grounded in SEC Form 4 disclosures.

View source filing

Reported non-derivative transactions

Shares, units, or other non-derivative securities reported in this filing.

BRLT transaction

Class B Common Stock

Conversion of derivative security

Transaction value
Shares
-2,700
Change %
-0.01%
Price
Shares after
31,898,071
Date
13 Mar 2025
Ownership
See footnotes
Footnotes
F1, F2, F3, F4
BRLT transaction

Class A Common Stock

Conversion of derivative security

Transaction value
Shares
+2,700
Change %
Price
Shares after
2,700
Date
13 Mar 2025
Ownership
See footnote
Footnotes
F1, F4
BRLT transaction

Class A Common Stock

Sale

Transaction value
$5,006
Shares
-2,700
Change %
-100%
Price
$1.85
Shares after
0
Date
13 Mar 2025
Ownership
See footnote
Footnotes
F1, F4, F5

Reported derivative securities

Options, warrants, convertible securities, or similar derivative positions disclosed in the filing.

BRLT transaction Derivative

LLC Units

Conversion of derivative security

Transaction value
Shares
-2,700
Change %
-0.01%
Price
Shares after
31,898,071
Date
13 Mar 2025
Ownership
See footnotes
Underlying class
Class A Common Stock
Underlying amount
2,700
Exercise price
Footnotes
F1, F2, F3, F4
* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Rule 10b5-1 trading plan

These transactions were reported as open-market trades under a Rule 10b5-1 plan. The plan lets an insider set trading instructions in advance, which can reduce the risk of trading while in possession of material nonpublic information.

Original filing language: transaction made pursuant to a contract, instruction, or written plan intended to satisfy Rule 10b5-1(c).

Explanation of responses 5 footnotes

Footnote F1

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").

Footnote F2

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 person prior to the Issuer's initial public offering, do not expire.

Footnote F3

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.

Footnote F4

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 the reporting person 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 the reporting person is the sole Manager of MMC. The reporting person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interests therein.

Footnote F5

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 person 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 person hereby undertakes 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.

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