Wilhelmina International Form 3 / Anna Simpson ownership change

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

Impact Prosperity Partners, LLC

(Last)

(First)

(Middle)

424 FORT HILL DRIVE, SUITE 144

(Street)

NAPERVILLE

60540

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
12/29/2023

3. Issuer Name and Ticker or Trading Symbol
Wilhelmina International, Inc. [ WHLM ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

Director	X	10% Owner
Officer (give title below)		Other (specify below)

5. If Amendment, Date of 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 Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock, $0.01 par value per share	950,000⁽¹⁾	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)

1. Name and Address of Reporting Person^*

Impact Prosperity Partners, LLC

(Last)

(First)

(Middle)

424 FORT HILL DRIVE, SUITE 144

(Street)

NAPERVILLE

60540

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

Impact Services, LLC

(Last)

(First)

(Middle)

424 FORT HILL DRIVE, SUITE 144

(Street)

NAPERVILLE

60540

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

ADS Manager, LLC

(Last)

(First)

(Middle)

424 FORT HILL DRIVE, SUITE 144

(Street)

NAPERVILLE

60540

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

Gupta Rajesh

(Last)

(First)

(Middle)

424 FORT HILL DRIVE, SUITE 144

(Street)

NAPERVILLE

60540

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

Simpson Anna

(Last)

(First)

(Middle)

424 FORT HILL DRIVE, SUITE 144

(Street)

NAPERVILLE

60540

(City)

(State)

(Zip)

Explanation of Responses:

1. These securities are beneficially owned directly by Impact Prosperity Partners, LLC ("IPP"), as agent for certain holders of rights as lenders under certain secured notes. Impact Services, LLC ("IPS") and ADS Manager, LLC ("ADS") are the managing members of IPP. Mr. Gupta is the manager and a member of IPS. Ms. Simpson is the sole member of ADS. Each Reporting Person disclaims beneficial ownership of all securities reported herein, except to the extent of their pecuniary interest therein, if any, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of such securities for purposes of Section 16 of the Securities and Exchange Act of 1934 or for any other purpose.

	/s/ Rajesh Gupta, for himself and as an authorized signatory of IPP and IPS	01/30/2024
	/s/ Anna Simpson, for herself and as an authorized signatory of ADS	01/30/2024
	** Signature of Reporting Person	Date
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 5 (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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

Wilhelmina International (WHLM) Form 3Wilhelmina International / Anna Simpson ownership change