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Filing Details

Accession Number:: 0001866757-22-000043
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2022-02-16 21:09:06
Reporting Period:: 2022-02-14

Accepted Time:: 2022-02-16 21:09:06
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1866757	Brilliant Earth Group Inc.	BRLT	Jewelry, Silverware & Plated Ware (3910)	871015499

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1884137	Scott Eric Grossberg	C/O Brilliant Earth Group, Inc. 300 Grant Avenue, Third Floor San Francisco CA 94108	Executive Chairman	Yes	Yes	Yes	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Class A Common Stock	Acquisiton	2022-02-14	12,536	$0.00	12,536	No	4	C	Indirect	See Footnote
Class A Common Stock	Disposition	2022-02-14	12,536	$12.10	0	No	4	S	Indirect	See Footnote
Class C Common Stock	Disposition	2022-02-14	12,536	$0.00	49,172,097	No	4	J	Indirect	See Footnote
Class A Common Stock	Acquisiton	2022-02-15	48,595	$0.00	48,595	No	4	C	Indirect	See Footnote
Class A Common Stock	Disposition	2022-02-15	48,595	$12.05	0	No	4	S	Indirect	See Footnote
Class C Common Stock	Disposition	2022-02-15	48,595	$0.00	49,123,502	No	4	J	Indirect	See Footnote
Class A Common Stock	Acquisiton	2022-02-16	3,526	$0.00	3,526	No	4	C	Indirect	See Footnote
Class A Common Stock	Disposition	2022-02-16	3,526	$12.03	0	No	4	S	Indirect	See Footnote
Class C Common Stock	Disposition	2022-02-16	3,526	$0.00	49,119,976	No	4	J	Indirect	See Footnote

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	C	Indirect	See Footnote
No	4	S	Indirect	See Footnote
No	4	J	Indirect	See Footnote
No	4	C	Indirect	See Footnote
No	4	S	Indirect	See Footnote
No	4	J	Indirect	See Footnote
No	4	C	Indirect	See Footnote
No	4	S	Indirect	See Footnote
No	4	J	Indirect	See Footnote

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Class D Common Stock	Common Units	Disposition	2022-02-14	12,536	$0.00	12,536	$0.00
Class A Common Stock	Class D Common Stock	Acquisiton	2022-02-14	12,536	$0.00	12,536	$0.00
Class A Common Stock	Class D Common Stock	Disposition	2022-02-14	12,536	$0.00	12,536	$0.00
Class D Common Stock	Common Units	Disposition	2022-02-15	48,595	$0.00	48,595	$0.00
Class A Common Stock	Class D Common Stock	Acquisiton	2022-02-15	48,595	$0.00	48,595	$0.00
Class A Common Stock	Class D Common Stock	Disposition	2022-02-15	48,595	$0.00	48,595	$0.00
Class D Common Stock	Common Units	Disposition	2022-02-16	3,526	$0.00	3,526	$0.00
Class A Common Stock	Class D Common Stock	Acquisiton	2022-02-16	3,526	$0.00	3,526	$0.00
Class A Common Stock	Class D Common Stock	Disposition	2022-02-16	3,526	$0.00	3,526	$0.00

Remaning Holdings	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
49,172,097	No	4	C	Indirect
12,536	No	4	C	Indirect
0	No	4	C	Indirect
49,123,502	No	4	C	Indirect
48,595	No	4	C	Indirect
0	No	4	C	Indirect
49,119,976	No	4	C	Indirect
3,526	No	4	C	Indirect
0	No	4	C	Indirect

Footnotes

Held by Just Rocks, Inc. The Reporting Person owns his shares of Just Rocks, Inc. through The Eric S. Grossberg 2021 Annuity Trust and The Eric S. Grossberg Revocable Trust. Mr. Grossberg is the Trustee of the foregoing trusts and has voting power and investment power over the shares owned through such trusts.
This Form 4 reports transactions by Just Rocks, Inc. effected pursuant to a Rule 10b5-1 trading plan adopted on December 3, 2021. Each of Beth Gerstein and Just Rocks, Inc. has also separately filed a Form 4 as required by SEC rules to disclose the same transactions reported herein.
This transaction was executed in multiple trades ranging from $12.00 to $12.315. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer, full information regarding the number of shares and prices at which the transaction was effected.
Reflects the cancellation for no consideration of Class C Common Stock in connection with the redemption of Common Units for Class D Common Stock.
This transaction was executed in multiple trades ranging from $12.00 to $12.15. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer, full information regarding the number of shares and prices at which the transaction was effected.
This transaction was executed in multiple trades ranging from $12.00 to $12.13. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer, full information regarding the number of shares and prices at which the transaction was effected.
The Common Units may be redeemed by Just Rocks Inc., at any time for shares of Class D Common Stock on a one-to-one basis, and a corresponding number of shares of Class C Common Stock will be forfeited in connection with the redemption. The Common Units have no expiration date.
The Class D Common Stock is convertible at any time at the option of the holder into the Issuer's Class A Common Stock on a one-to-one basis.