0000899243-21-037343.txt : 20210923
0000899243-21-037343.hdr.sgml : 20210923
20210923170157
ACCESSION NUMBER: 0000899243-21-037343
CONFORMED SUBMISSION TYPE: 3
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20210923
FILED AS OF DATE: 20210923
DATE AS OF CHANGE: 20210923
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Mainsail Partners III, L.P.
CENTRAL INDEX KEY: 0001543760
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40836
FILM NUMBER: 211273129
BUSINESS ADDRESS:
STREET 1: 500 WEST 5TH STREET
STREET 2: SUITE 1100
CITY: AUSTIN
STATE: TX
ZIP: 78701
BUSINESS PHONE: 415-391-3150
MAIL ADDRESS:
STREET 1: 500 WEST 5TH STREET
STREET 2: SUITE 1100
CITY: AUSTIN
STATE: TX
ZIP: 78701
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Mainsail Co-Investors III, L.P.
CENTRAL INDEX KEY: 0001570211
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40836
FILM NUMBER: 211273127
BUSINESS ADDRESS:
STREET 1: 500 WEST 5TH STREET
STREET 2: SUITE 1100
CITY: AUSTIN
STATE: TX
ZIP: 78701
BUSINESS PHONE: 415-391-3150
MAIL ADDRESS:
STREET 1: 500 WEST 5TH STREET
STREET 2: SUITE 1100
CITY: AUSTIN
STATE: TX
ZIP: 78701
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: MAINSAIL MANAGEMENT COMPANY, LLC
CENTRAL INDEX KEY: 0001883367
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40836
FILM NUMBER: 211273126
BUSINESS ADDRESS:
STREET 1: 500 WEST 5TH STREET, SUITE 1100
CITY: AUSTIN
STATE: TX
ZIP: 78701
BUSINESS PHONE: (512) 772-2260
MAIL ADDRESS:
STREET 1: 500 WEST 5TH STREET, SUITE 1100
CITY: AUSTIN
STATE: TX
ZIP: 78701
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: MAINSAIL INCENTIVE PROGRAM, LLC
CENTRAL INDEX KEY: 0001883293
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40836
FILM NUMBER: 211273128
BUSINESS ADDRESS:
STREET 1: 500 WEST 5TH STREET, SUITE 1100
CITY: AUSTIN
STATE: TX
ZIP: 78701
BUSINESS PHONE: (512) 772-2260
MAIL ADDRESS:
STREET 1: 500 WEST 5TH STREET, SUITE 1100
CITY: AUSTIN
STATE: TX
ZIP: 78701
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: MAINSAIL GP III, LLC
CENTRAL INDEX KEY: 0001883360
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40836
FILM NUMBER: 211273130
BUSINESS ADDRESS:
STREET 1: 500 WEST 5TH STREET, SUITE 1100
CITY: AUSTIN
STATE: TX
ZIP: 78701
BUSINESS PHONE: (512) 772-2260
MAIL ADDRESS:
STREET 1: 500 WEST 5TH STREET, SUITE 1100
CITY: AUSTIN
STATE: TX
ZIP: 78701
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Brilliant Earth Group, Inc.
CENTRAL INDEX KEY: 0001866757
STANDARD INDUSTRIAL CLASSIFICATION: JEWELRY, SILVERWARE & PLATED WARE [3910]
IRS NUMBER: 871015499
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 300 GRANT AVENUE
STREET 2: 3RD FLOOR
CITY: SAN FRANCISCO
STATE: CA
ZIP: 94108
BUSINESS PHONE: (415) 918-5551
MAIL ADDRESS:
STREET 1: 300 GRANT AVENUE
STREET 2: 3RD FLOOR
CITY: SAN FRANCISCO
STATE: CA
ZIP: 94108
3
1
doc3.xml
FORM 3 SUBMISSION
X0206
3
2021-09-23
0
0001866757
Brilliant Earth Group, Inc.
?BRLT?
0001883360
MAINSAIL GP III, LLC
C/O MAINSAIL MANAGEMENT COMPANY, LLC
500 WEST 5TH STREET, SUITE 1100
AUSTIN
TX
78701
0
0
1
0
0001543760
Mainsail Partners III, L.P.
C/O MAINSAIL MANAGEMENT COMPANY, LLC
500 WEST 5TH STREET, SUITE 1100
AUSTIN
TX
78701
0
0
1
0
0001883293
MAINSAIL INCENTIVE PROGRAM, LLC
C/O MAINSAIL MANAGEMENT COMPANY, LLC
500 WEST 5TH STREET, SUITE 1100
AUSTIN
TX
78701
0
0
1
0
0001570211
Mainsail Co-Investors III, L.P.
C/O MAINSAIL MANAGEMENT COMPANY, LLC
500 WEST 5TH STREET, SUITE 1100
AUSTIN
TX
78701
0
0
1
0
0001883367
MAINSAIL MANAGEMENT COMPANY, LLC
C/O MAINSAIL MANAGEMENT COMPANY, LLC
500 WEST 5TH STREET, SUITE 1100
AUSTIN
TX
78701
0
0
1
0
Class B Common Stock
32435595
I
See footnote
LLC Units
Class A Common Stock
32435595
I
See footnote
Consists of (i) 31,672,405 shares Class B common stock (and associated common units in Brilliant Earth LLC ("LLC Units")) held by Mainsail Partners III, L.P. ("MP III"), (ii) 62,963 shares of Class B common stock (and associate LLC Units) held by Mainsail Incentive Program, LLC ("MIP"), and (iii) 700,227 shares of Class B common stock (and associated LLC Units) held by Mainsail Co-Investors III, L.P. ("MCOI"). Shares of Class B common stock of the Issuer confer no economic rights on the holders thereof. Holders of shares of Class B common stock will be entitled to one vote per share on all matters to be voted on by holders of the Issuer's shares of Class A common stock. Upon exchange of LLC Units that are held by the reporting persons and reported in Table II hereof, an equal number of shares of Class B common stock will be delivered to the Issuer and cancelled for no consideration. LLC Units do not expire.
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.
/s/ Gavin Turner, Mainsail GP III, LLC
2021-09-23
/s/ Gavin Turner, Mainsail Partners III, L.P.
2021-09-23
/s/Gavin Turner, Mainsail Co-Investors III, L.P.
2021-09-23
/s/ Gavin Turner, Mainsail Incentive Program, LLC
2021-09-23
/s/ Gavin Turner, Mainsail Management Company, LLC
2021-09-23