Modell's Sporting Goods Online Inc. Form 4 Filed 2022-05-31

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 (Month/Day/Year)
04/30/2022

(Street)

MIAMI BEACH, FL 33139

(City)

(State)

(Zip)

4. If Amendment, Date Original Filed(Month/Day/Year)

6. Individual or Joint/Group Filing(Check applicable line)

______ Form Filed by One Reporting Person
__X__ Form Filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned

1.Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	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	04/30/2022		P⁽¹⁾		118,750	A	$10	831,250	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 (Month/Day/Year)

3A. Deemed Execution Date, if any (Month/Day/Year)

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 (Month/Day/Year)

7. Title and Amount of Securities Underlying Derivative Security (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

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Reporting Owners

Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
Retail Ecommerce Ventures LLC 1680 MICHIGAN AVENUE SUITE 700 MIAMI BEACH, FL 33139		X
REV Alpha Holdings LLC 1680 MICHIGAN AVENUE SUITE 700 MIAMI BEACH, FL 33139		X
Modell's Sporting Goods Online Inc. 1680 MICHIGAN AVENUE SUITE 700 MIAMI BEACH, FL 33139		X
Lopez Tai C/O WILHELMINA INTERNATIONAL, INC. 200 CRESCENT COURT, SUITE 1400 DALLAS, TX 75201		X
MEHR ALEXANDER C/O WILHELMINA INTERNATIONAL, INC. 200 CRESCENT COURT, SUITE 1400 DALLAS, TX 75201	X	X

Explanation of Responses:

Shares purchased pursuant to the Purchase Agreement dated March 31, 2021, by and between REV Alpha Holdings LLC and Lorex Investment AG, as amended by Amendment No. 2 thereto, dated as of March 30, 2022.

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.

	Signatures
	Retail Ecommerce Ventures LLC, /s/ Alex Mehr, President	05/13/2022
	/s/ Tai Lopez	05/28/2022
	REV Alpha Holdings, LLC, /s/ Alex Mehr, CEO	05/13/2022
	/s/ Alex Mehr	05/13/2022
	Modell's Sporting Goods Online, Inc., /s/ Alex Mehr, CEO	05/13/2022
	** Signature of Reporting Person	Date
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