Form 4 for BRLT Brilliant Earth Group, Inc.
Accepted 2026-08-12 19:16:12 ET · period of report 2026-08-10 · accession 0001193125-26-347375 · SEC index · Original document
Summary rows
Aggregated the way they appear in lists: one row per insider, transaction code and security table.
| X | Filed | Traded | Ticker | Insider | Title | Type | Price | Qty | Owned | ΔOwn | Value |
|---|---|---|---|---|---|---|---|---|---|---|---|
| DMI | 2026-08-12 19:16 | 2026-08-10 | BRLT | TURNER GAVIN | Dir, 10% | C - Cnv Deriv | — | 0 | 50.0K | New | — |
| DI | 2026-08-12 19:16 | 2026-08-10 | BRLT | TURNER GAVIN | Dir, 10% | S - Sale | $1.29 | -50.0K | 0 | -100% | -$64.3K |
| DI | 2026-08-12 19:16 | 2026-08-10 | BRLT | TURNER GAVIN | Dir, 10% | C - Cnv Deriv | — | -50.0K | 31.85M | -0.2% | — |
Purchase Sale Sale after option exercise All abbreviations
Every reported transaction
| # | Table | Security | Date | Code | A/D | Shares | Price | Owned after | Own | Exercise / expiry | Underlying | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 1 | Common | Class B Common Stock | 2026-08-10 | C | D | 50,000 | — | 31,848,071 | I See footnotes | — | — | (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) 48,824 LLC Units and shares of Class B common stock exchanged by Mainsail Partners III, L.P. ("MP III"), (ii) 97 LLC Units and shares of Class B common stock exchanged by Mainsail Incentive Program, LLC ("MIP"), and (iii) 1,079 LLC Units and shares of Class B common stock exchanged by Mainsail Co-Investors III, L.P. ("MCOI"). (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. (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) 48,824 LLC Units and shares of Class B common stock exchanged by Mainsail Partners III, L.P. ("MP III"), (ii) 97 LLC Units and shares of Class B common stock exchanged by Mainsail Incentive Program, LLC ("MIP"), and (iii) 1,079 LLC Units and shares of Class B common stock exchanged by Mainsail Co-Investors III, L.P. ("MCOI"). (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) 48,824 LLC Units and shares of Class B common stock exchanged by Mainsail Partners III, L.P. ("MP III"), (ii) 97 LLC Units and shares of Class B common stock exchanged by Mainsail Incentive Program, LLC ("MIP"), and (iii) 1,079 LLC Units and shares of Class B common stock exchanged by Mainsail Co-Investors III, L.P. ("MCOI"). (F3) Consists of (i) 31,098,704 shares of Class B common stock (and associated LLC Units) held by MP III, (ii) 61,823 shares of Class B common stock (and associated LLC Units) held by MIP, and (iii) 687,544 shares of Class B common stock (and associated LLC Units) held by MCOI. (F3) Consists of (i) 31,098,704 shares of Class B common stock (and associated LLC Units) held by MP III, (ii) 61,823 shares of Class B common stock (and associated LLC Units) held by MIP, and (iii) 687,544 shares of Class B common stock (and associated LLC Units) held by MCOI. (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. |
| 2 | Common | Class A Common Stock | 2026-08-10 | C | A | 50,000 | — | 50,000 | I See 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) 48,824 LLC Units and shares of Class B common stock exchanged by Mainsail Partners III, L.P. ("MP III"), (ii) 97 LLC Units and shares of Class B common stock exchanged by Mainsail Incentive Program, LLC ("MIP"), and (iii) 1,079 LLC Units and shares of Class B common stock exchanged by Mainsail Co-Investors III, L.P. ("MCOI"). (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) 48,824 LLC Units and shares of Class B common stock exchanged by Mainsail Partners III, L.P. ("MP III"), (ii) 97 LLC Units and shares of Class B common stock exchanged by Mainsail Incentive Program, LLC ("MIP"), and (iii) 1,079 LLC Units and shares of Class B common stock exchanged by Mainsail Co-Investors III, L.P. ("MCOI"). (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) 48,824 LLC Units and shares of Class B common stock exchanged by Mainsail Partners III, L.P. ("MP III"), (ii) 97 LLC Units and shares of Class B common stock exchanged by Mainsail Incentive Program, LLC ("MIP"), and (iii) 1,079 LLC Units and shares of Class B common stock exchanged by Mainsail Co-Investors III, L.P. ("MCOI"). (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. |
| 3 | Common | Class A Common Stock | 2026-08-10 | S | D | 50,000 | $1.29 | 0 | I See 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. (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) 48,824 LLC Units and shares of Class B common stock exchanged by Mainsail Partners III, L.P. ("MP III"), (ii) 97 LLC Units and shares of Class B common stock exchanged by Mainsail Incentive Program, LLC ("MIP"), and (iii) 1,079 LLC Units and shares of Class B common stock exchanged by Mainsail Co-Investors III, L.P. ("MCOI"). (F5) This transaction was executed in multiple trades at prices ranging from $1.25 to $1.40, 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. (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. |
| 4 | Derivative | LLC Units | 2026-08-10 | C | D | 50,000 | — | 31,848,071 | I See footnotes | — · — to — | 50,000 Class A Common Stock | (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. (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) 48,824 LLC Units and shares of Class B common stock exchanged by Mainsail Partners III, L.P. ("MP III"), (ii) 97 LLC Units and shares of Class B common stock exchanged by Mainsail Incentive Program, LLC ("MIP"), and (iii) 1,079 LLC Units and shares of Class B common stock exchanged by Mainsail Co-Investors III, L.P. ("MCOI"). (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. (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) 48,824 LLC Units and shares of Class B common stock exchanged by Mainsail Partners III, L.P. ("MP III"), (ii) 97 LLC Units and shares of Class B common stock exchanged by Mainsail Incentive Program, LLC ("MIP"), and (iii) 1,079 LLC Units and shares of Class B common stock exchanged by Mainsail Co-Investors III, L.P. ("MCOI"). (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. (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. (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. (F3) Consists of (i) 31,098,704 shares of Class B common stock (and associated LLC Units) held by MP III, (ii) 61,823 shares of Class B common stock (and associated LLC Units) held by MIP, and (iii) 687,544 shares of Class B common stock (and associated LLC Units) held by MCOI. (F3) Consists of (i) 31,098,704 shares of Class B common stock (and associated LLC Units) held by MP III, (ii) 61,823 shares of Class B common stock (and associated LLC Units) held by MIP, and (iii) 687,544 shares of Class B common stock (and associated LLC Units) held by MCOI. (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. |