Brilliant Earth details planned Rule 144 stock sale

Brilliant Earth Group, Inc. (BRLT) submitted a notice of proposed sale of Class A shares under Rule 144.

Rhea-AI Filing Summary

Brilliant Earth Group, Inc. (BRLT) submitted a notice of proposed sale of Class A shares under Rule 144. The planned transaction involves Class A securities to be sold through Merrill Lynch on Nasdaq. The filer states that the securities of the issuer were originally received in a series of reorganization transactions in connection with the issuer’s IPO on 09/23/2021, reflecting a pre‑IPO reorganization structure. The notice formalizes an intention to sell previously acquired shares rather than issuing new securities.

Key Figures

IPO date: 09/23/2021 Pre-IPO reorganization reference date: 09/23/2021 Planned sale method: Rule 144

3 metrics

IPO date 09/23/2021 Date of issuer IPO referenced in the description of the reorganization transactions

Pre-IPO reorganization reference date 09/23/2021 Date tied to the pre‑IPO reorganization transactions through which securities were received

Planned sale method Rule 144 Indicates the intended resale exemption for the Class A shares

Key Terms

Form 144, Rule 144, Pre-IPO Reorganization, reorganization transactions

4 terms

Form 144 regulatory

"144: Filer Information | | | 144: Filer Information"

Form 144 is a document that investors must file with the government when they plan to sell a large number of shares of a company's stock. It helps ensure transparency so everyone knows how many shares are being sold and when, which can impact the stock's price.

Rule 144 regulatory

"144: Securities To Be Sold"

Rule 144 is a U.S. securities regulation that sets conditions under which restricted or insider-held shares can be legally resold to the public, such as required holding periods, availability of public information, limits on how much can be sold at once, and certain filing requirements. For investors it matters because it determines when previously locked-up shares can enter the market — like a release valve that can increase supply, affect share price, and signal insider intent.

Pre-IPO Reorganization financial

"Pre-IPO Reorganization | Issuer | | | 1079 | 09/23/2021"

reorganization transactions financial

"Securities of the issuer were received in a series of reorganization transactions"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What does BRLT’s recent Form 144 filing disclose?

The filing discloses an intended sale of Class A shares of Brilliant Earth Group, Inc. under Rule 144, to be executed through Merrill Lynch on Nasdaq. It relates to shares previously received via pre‑IPO reorganization transactions connected to the 09/23/2021 IPO.

How were the BRLT shares in this Form 144 originally acquired?

The Form 144 states the securities were received in a series of reorganization transactions in connection with Brilliant Earth Group, Inc.’s IPO on 09/23/2021. These transactions were part of a pre‑IPO reorganization rather than open‑market purchases.

What type of BRLT security is involved in the Form 144 notice?

The notice concerns Class A shares of Brilliant Earth Group, Inc. These shares are intended to be sold under Rule 144 and are listed for trading on Nasdaq, with Merrill Lynch identified in the filing as the broker handling the transaction.

Which broker and market are referenced for the BRLT Rule 144 sale?

The planned Rule 144 sale lists Merrill Lynch at 555 California Street in San Francisco as the broker. The filing also references Nasdaq as the market where the Class A shares of Brilliant Earth Group, Inc. are traded.

Does the BRLT Form 144 indicate new share issuance?

No, the Form 144 relates to previously acquired Class A shares of Brilliant Earth Group, Inc. The securities were received via pre‑IPO reorganization transactions tied to the 09/23/2021 IPO, and the notice covers an intended resale under Rule 144.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 08/10/2026 - 08:31 PM Accepted by SEC EDGAR 08/10/2026 - 08:31 PM Learn about SEC filing dates

Form 144 Filer Information	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 144 NOTICE OF PROPOSED SALE OF SECURITIES PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933
FORM 144

144: Filer Information

Filer CIK	0001570211
Filer CCC	XXXXXXXX
Is this a LIVE or TEST Filing?	LIVE TEST
Submission Contact Information
Name
Phone
E-Mail Address

144: Issuer Information

Name of Issuer	Brilliant Earth Group, Inc.
SEC File Number	001-40836
Address of Issuer	300 Grant Avenue, Third Floor San Francisco CALIFORNIA 94108
Phone	8006910952
Name of Person for Whose Account the Securities are To Be Sold	Mainsail Co-Investors III, L.P.
See the definition of "person" in paragraph (a) of Rule 144. Information is to be given not only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition. In addition, information shall be given as to sales by all persons whose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice.
Relationship to Issuer	Shareholder

144: Securities Information

Title of the Class of Securities To Be Sold	Name and Address of the Broker	Number of Shares or Other Units To Be Sold	Aggregate Market Value	Number of Shares or Other Units Outstanding	Approximate Date of Sale	Name the Securities Exchange
Class A	Merrill Lynch 555 California Street 18th Floor San Francisco CA 94104	1079	1381.12	16907896	08/10/2026	Nasdaq

Furnish the following information with respect to the acquisition of the securities to be sold and with respect to the payment of all or any part of the purchase price or other consideration therefor:

144: Securities To Be Sold

Title of the Class	Date you Acquired	Nature of Acquisition Transaction	Name of Person from Whom Acquired	Is this a Gift?	Date Donor Acquired	Amount of Securities Acquired	Date of Payment	Nature of Payment *
Class A	09/23/2021	Pre-IPO Reorganization	Issuer			1079	09/23/2021	Securities of the issuer were received in a series of reorganization transactions in connection with the issuer's IPO on 9/23/2021.

* If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid.

Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold.

144: Securities Sold During The Past 3 Months

Nothing to Report

144: Remarks and Signature

Remarks
Date of Notice	08/10/2026
ATTENTION:
The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed. If such person has adopted a written trading plan or given trading instructions to satisfy Rule 10b5-1 under the Exchange Act, by signing the form and indicating the date that the plan was adopted or the instruction given, that person makes such representation as of the plan adoption or instruction date.
Signature	Gavin Turner
ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)