Sec Form 4 Filing - Retail Ecommerce Ventures LLC @ Wilhelmina International, Inc. - 2021-07-26

Insider filing report for Changes in Beneficial Ownership
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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
Retail Ecommerce Ventures LLC
2. Issuer Name and Ticker or Trading Symbol
Wilhelmina International, Inc. [ WHLM]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director X __ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
1680 MICHIGAN AVENUE, SUITE 700
3. Date of Earliest Transaction (MM/DD/YY)
07/26/2021
(Street)
MIAMI BEACH, FL33139
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
_____ Form filed by One Reporting Person
__ X __ 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 07/26/2021 P( 1 ) 237,500 A $ 10 475,000 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
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Retail Ecommerce Ventures LLC
1680 MICHIGAN AVENUE
SUITE 700
MIAMI BEACH, FL33139
X
Modell's Sporting Goods Online Inc.
1680 MICHIGAN AVENUE
SUITE 700
MIAMI BEACH, FL33139
X
Lopez Tai
C/O RETAIL ECOMMERCER VENTURES LLC
1680 MICHIGAN AVENUE, SUITE 700
MIAMI BEACH, FL33139
X
MEHR ALEXANDER
C/O RETAIL ECOMMERCE VENTURES LLC
1680 MICHIGAN AVENUE, SUITE 700
MIAMI BEACH, FL33139
X X
REV Alpha Holdings LLC
1680 MICHIGAN AVENUE
SUITE 700
MIAMI BEACH, FL33139
X
Signatures
Retail Ecommerce Ventures, LLC, /s/ Alex Mehr, CEO 08/02/2021
Signature of Reporting Person Date
Modell's Sporting Goods Online, Inc., /s/ Alex Mehr, CEO 08/02/2021
Signature of Reporting Person Date
/s/ Tai Lopez 08/02/2021
Signature of Reporting Person Date
/s/ Alex Mehr 08/02/2021
Signature of Reporting Person Date
REV Alpha Holdings LLC, /s/ Alex Mehr, CEO 08/02/2021
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Shares purchased pursuant to share purchase agreement dated April 1, 2021 between the Reporting Person and Lorex Investments AG.
( 2 )The shares are held directly by REV Alpha Holdings LLC, a wholly owned subsidiary of Modell's Sporting Goods Online, Inc. Retail ECommerce Ventures, LLC ("REV") owns 82.99% of the equity interests of Modell's. Tai Lopez owns 42.80% of the equity interests of Modell's, both directly and through his ownership interest in REV. Alex Mehr owns 42.80% of the equity interests of Modell's, both directly and through his ownership interest in REV.

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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