UNITED STATES
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ITEM 5.07 SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
The 2024 Annual Meeting of Stockholders (the “Annual Meeting”) of Wilhelmina International, Inc. (the “Company”) was held on June 10, 2024. Matters submitted to the stockholders of the Company entitled to vote at the Annual Meeting (the “Stockholders”) and voted upon at the Annual Meeting, which are more fully described in the Company's proxy statement, filed with the Securities and Exchange Commission on April 26, 2024, were: (1) the election of four directors to serve until the 2025 Annual Meeting of Stockholders of the Company and (2) the ratification of the Company’s selection of Bodwell Vasek Wells DeSimone LLP as independent certified public accountants for the fiscal year ending December 31, 2024.
On April 22, 2024, the record date for the Annual Meeting, there were 5,157,344 shares of Common Stock issued, outstanding and entitled to vote. Stockholders holding 3,428,500 shares were present at the meeting, in person or represented by proxy, constituting a quorum.
Election of Directors
Each of the director nominees set forth below was elected to hold office until their respective successor is duly elected and qualified or until their earlier death, resignation or removal. The table below shows the number votes cast for, against, or withheld or abstaining. There were 880,271 broker non-votes for the proposal regarding the election of the four directors to serve until the 2024 Annual Meeting of Stockholders of the Company.
| Name of Director Nominee | For | Abstain or Withheld |
| Mark E. Schwarz | 2,546,649 | 1,580 |
| Mark E. Pape | 2,546,663 | 1,566 |
| Aimee J. Nelson | 2,547,222 | 1,007 |
| James A. Dvorak | 2,546,813 | 1,416 |
Ratification of Selection of Independent Auditors
Shareholders also ratified the selection of Bodwell Vasek Wells DeSimone LLP as independent certified public accountants for the fiscal year ending December 31, 2024. At the Annual Meeting, 3,426,376 shares were voted in favor of ratifying the selection; 1,411 shares were voted against ratifying the selection; and 713 shares abstained from voting on ratifying the selection. There were no broker non-votes for the proposal regarding the ratification of our selection of auditors.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
| Dated: June 12, 2024 | WILHELMINA INTERNATIONAL, INC. | ||
| By: | /s/ Gaurav Pahwa | ||
| Name: | Gaurav Pahwa | ||
| Title: | Chief Financial Officer | ||
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