4//SEC Filing
Mainsail Partners III, L.P. 4
Accession 0000899243-21-038114
CIK 0001866757other
Filed
Sep 27, 8:00 PM ET
Accepted
Sep 28, 9:10 PM ET
Size
16.5 KB
Accession
0000899243-21-038114
Insider Transaction Report
Form 4
MAINSAIL GP III, LLC
10% Owner
Transactions
- Disposition to Issuer
Class B Common Stock
2021-09-27−469,824→ 31,965,771 total(indirect: See footnote) - Disposition to Issuer
LLC Units
2021-09-27$11.22/sh−469,824$5,271,425→ 31,965,771 total(indirect: See footnote)→ Class A Common Stock (469,824 underlying)
MAINSAIL INCENTIVE PROGRAM, LLC
10% Owner
Transactions
- Disposition to Issuer
LLC Units
2021-09-27$11.22/sh−469,824$5,271,425→ 31,965,771 total(indirect: See footnote)→ Class A Common Stock (469,824 underlying) - Disposition to Issuer
Class B Common Stock
2021-09-27−469,824→ 31,965,771 total(indirect: See footnote)
Mainsail Co-Investors III, L.P.
10% Owner
Transactions
- Disposition to Issuer
Class B Common Stock
2021-09-27−469,824→ 31,965,771 total(indirect: See footnote) - Disposition to Issuer
LLC Units
2021-09-27$11.22/sh−469,824$5,271,425→ 31,965,771 total(indirect: See footnote)→ Class A Common Stock (469,824 underlying)
MAINSAIL MANAGEMENT COMPANY, LLC
10% Owner
Transactions
- Disposition to Issuer
Class B Common Stock
2021-09-27−469,824→ 31,965,771 total(indirect: See footnote) - Disposition to Issuer
LLC Units
2021-09-27$11.22/sh−469,824$5,271,425→ 31,965,771 total(indirect: See footnote)→ Class A Common Stock (469,824 underlying)
Mainsail Partners III, L.P.
10% Owner
Transactions
- Disposition to Issuer
LLC Units
2021-09-27$11.22/sh−469,824$5,271,425→ 31,965,771 total(indirect: See footnote)→ Class A Common Stock (469,824 underlying) - Disposition to Issuer
Class B Common Stock
2021-09-27−469,824→ 31,965,771 total(indirect: See footnote)
Footnotes (5)
- [F1]On September 27, 2021, the Issuer used a portion of the net proceeds from the closing of its initial public offering ("IPO") of Class A common stock to redeem common units of Brilliant Earth LLC (the "LLC Units") from the reporting persons, at a price of $11.22 per LLC Unit (the "Redemption"). One share of the Issuer's Class B common stock for every LLC Unit redeemed was forfeited and canceled for no consideration in connection with the Redemption.
- [F2]Consists of (i) 458,769 shares of Class B common stock forfeited by Mainsail Partners III, L.P. ("MP III"), (ii) 912 shares of Class B common stock forfeited by Mainsail Incentive Program, LLC ("MIP"), and (iii) 10,143 shares of Class B common stock forfeited by Mainsail Co-Investors III, L.P. ("MCOI"), in each case, in connection with the Redemption.
- [F3]Consists of (i) 31,213,636 shares of Class B common stock (and associated LLC Units) held by Mainsail Partners III, L.P. ("MP III"), (ii) 62,051 shares of Class B common stock (and associated LLC Units) held by Mainsail Incentive Program, LLC ("MIP"), and (iii) 690,084 shares of Class B common stock (and associated LLC Units) held 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 Gavin Turner 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 Gavin Turner is sole Manager of MMC. Mr. Turner has separately reported the securities held by each of the foregoing on his Form 3 filed in his capacity as a director of the Issuer. The reporting persons disclaim beneficial ownership of the reported securities except to the extent of their respective pecuniary interests therein.
- [F5]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. LLC Units do not expire.
Documents
Issuer
Brilliant Earth Group, Inc.
CIK 0001866757
Entity typeother
IncorporatedDE
Related Parties
1- filerCIK 0001543760
Filing Metadata
- Form type
- 4
- Filed
- Sep 27, 8:00 PM ET
- Accepted
- Sep 28, 9:10 PM ET
- Size
- 16.5 KB