Sec Form 4 Filing - Fogassa Marc @ Brazil Minerals, Inc. - 2022-08-24

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person Fogassa Marc 2. Issuer Name and Ticker or Trading Symbol Brazil Minerals, Inc. [ BMIX] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director X __ 10% Owner X __ Officer (give title below) _____ Other (specify below) Chief Executive Officer (Last) (First) (Middle) 433 NORTH CAMDEN DRIVE,, SUITE 810 3. Date of Earliest Transaction (MM/DD/YY) 08/24/2022 (Street) BEVERLY HILLS, CA90210 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Common Stock 08/24/2022 D( 1 ) 4,500,000 D $ 0.0164 163,929,360 D Common Stock 78,947,368 I See Footnote( 2 )

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) 6. Date Exercisable and Expiration Date (MM/DD/YY) 7. Title and Amount of Underlying Securities (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares Series A Convertible Preferred Stock ( 3 ) ( 3 ) ( 4 ) Common Stock 1 1 D Series D Convertible Preferred Stock ( 5 ) ( 5 ) ( 4 ) Common Stock 2,140,060,000 214,006 D Common Stock Options( 6 ) ( 7 ) ( 7 ) 02/19/2024 Common Stock 113,355,556 113,355,556 D Series D Convertible Preferred Stock Options( 8 ) $ 0.1 ( 9 ) ( 10 ) Series D Convertible Preferred Stock 50,000 50,000 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Fogassa Marc 433 NORTH CAMDEN DRIVE, SUITE 810 BEVERLY HILLS, CA90210 X X Chief Executive Officer Signatures /s/ Marc Fogassa 08/26/2022 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Disposition pursuant to a previously established 10b5-1 Sales Plan. ( 2 )Indirect ownership through three separate entities controlled by the reporting person. ( 3 )One share of Series A Convertible Preferred Stock was designated and issued for $1.00 to the reporting person in connection with a series of transactions effected on December 18, 2012. On this date, the reporting person was elected as director and Chief Executive Officer of the Issuer. Each share of Series A Convertible Preferred Stock is convertible into one (1) share of Common Stock, exercisable at any time upon ten days prior written notice. ( 4 )No expiration date. ( 5 )Each share of Series D Convertible Preferred Stock is immediately convertible into 10,000 shares of Common Stock of the Issuer. The shares of Series D Convertible Preferred Stock were issued on September 15, 2021 in connection with the satisfaction and cancellation of convertible notes issued to the reporting person. ( 6 )Right to buy Common Stock of the Issuer. ( 7 )The Common Stock Options were issued on April 7, 2019 and June 30, 2019 in connection with the conversion of a convertible note issued to the reporting person and are immediately exercisable at an exercise price of $0.00001. ( 8 )Right to buy Series D Convertible Preferred Stock of the Issuer. ( 9 )The Series D Convertible Preferred Stock Options can be exercised at any time. ( 10 )Various expiration dates ranging from December 31, 2030 through July 31, 2032.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).

** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

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