defa14a06113_05122009.htm
UNITED STATES
SECURITIES AND EXCHANGE
COMMISSION
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20549
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Wilhelmina
International,
Inc.
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(Name
of Registrant as Specified in Its Charter)
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Filed:
On May 9,
2009, the Board of Directors of Wilhelmina International, Inc. (“Wilhelmina”)
withdrew the Notice of Annual Meeting of Stockholders (the “Notice”) included
with Wilhelmina’s proxy statement filed with the Securities and Exchange
Commission on April 30, 2009, as subsequently amended (the “Proxy
Statement”). Wilhelmina’s Board of Directors resolved to withdraw the
Notice after taking into account objections of certain stockholders to the
timing of the Annual Meeting of Stockholders (the “Annual Meeting”), which had
been scheduled to be held on June 4, 2009. The Board also reviewed a
notification by one director that he believed that, in light of such objections,
a special meeting of Wilhelmina’s Board of Directors held for the purpose of
scheduling the Annual Meeting and addressing certain related matters was not
appropriately convened in accordance with Wilhelmina’s Restated
Bylaws. Consequently, the Annual Meeting will not be held on June 4,
2009, as set forth in the Proxy Statement.