UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): March 3, 2022
(Exact Name of Registrant as Specified in its Charter)
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(State or Other
Jurisdiction of Incorporation)
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(Commission
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(IRS Employer
Identification No.)
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(Address of Principal Executive Offices)
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(Zip Code)
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Registrant’s telephone number, including area code: (510 ) 445-3700
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of
the following provisions:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities registered pursuant to Section 12(b) of the Act:
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Title of each class
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Trading symbol
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Name of each exchange on which registered
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Indicate by check mark whether the registrant is an emerging growth company
as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934:
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any
new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
| Item 8.01. |
Other Events.
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On March 3, 2022, we issued a press release announcing the declaration of a stock dividend of (a) two shares of Class A common stock for each share of outstanding Class
A common stock and (b) two shares of Class B common stock for each share of outstanding Class B common stock. The stock dividend is payable on March 23, 2022 to holders of record of Class A and Class B common stock at 5:00 p.m., Eastern time, on
March 16, 2022. A copy of the press release is attached hereto as Exhibit 99.01 to this report.
| Item 9.01. |
Financial Statements and Exhibits.
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Exhibits.
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Exhibit
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Description
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Press Release of ACM Research, Inc. dated March 3, 2022
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104
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Cover Page Interactive Data File (embedded within the XBRL document)
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2
SIGNATURE
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, hereunto
duly authorized.
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ACM RESEARCH, INC.
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By:
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/s/ Mark McKechnie
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Mark McKechnie
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Chief Financial Officer and Treasurer
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Dated: March 3, 2022
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3
Exhibit 99.01
ACM Research Announces a 3-for-1 Stock Split Effected in Form of a Stock Dividend
Fremont, Calif. – March 3, 2022 – ACM Research, Inc.
(ACM) (NASDAQ: ACMR), a leading supplier of wafer processing solutions for semiconductor and advanced wafer-level packaging applications, today announced that its board of directors has approved and declared a 3-for-1 stock split of ACM’s Class A
common stock and Class B common stock in the form of a stock dividend. Each stockholder of record at the close of business on March 16, 2022, will receive a dividend of two additional shares of Class A common stock for each then-held share of Class
A common stock and two additional shares of Class B common stock for each then-held share of Class B common stock, which will be distributed after the close of trading on March 23, 2022. ACM’s Class A common stock will begin trading on a stock
split-adjusted basis on March 24, 2022.
“We are implementing this stock split to make stock ownership more accessible to employees and investors. We are confident in our ability to fulfill our
mission to become a leading global player in the semiconductor equipment industry,” said ACM’s President and Chief Executive Officer Dr. David Wang.
About ACM Research, Inc.
ACM develops, manufactures, and sells semiconductor process equipment for single-wafer or batch wet cleaning, electroplating, stress-free polishing and
thermal processes, which are critical to advanced semiconductor device manufacturing and wafer-level packaging. ACM is committed to delivering customized, high-performance, cost-effective process solutions that semiconductor manufacturers can use
in numerous manufacturing steps to improve productivity and product yield. For more information, visit www.acmrcsh.com.
Forward-Looking Statements
The statements in this press release with respect to the expected timing and impact of the stock dividend are not historical facts and constitute
forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Those statements, which are expectations only, reflect management's current views, are based on certain assumptions, and involve risks and
uncertainties. ACM undertakes no obligation to publicly update these forward-looking statements to reflect events or circumstances that occur after the date hereof or to reflect any change in its expectations regarding these forward-looking
statements or the occurrence of unanticipated events.
© ACM Research, Inc. The ACM Research logo is a trademark of ACM Research, Inc. For convenience, this trademark appears in this press release without a ™
symbol, but that practice does not mean that ACM will not assert, to the fullest extent under applicable law, its rights to such trademark.
# # #
For investor and media inquiries, please contact:
| In the United States: |
The Blueshirt Group | |
| Yujia Zhai | ||
| +1 (860) 214-0809 | ||
| yujia@blueshirtgroup.com | ||
| In China: | The Blueshirt Group Asia | |
|
Gary Dvorchak, CFA
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| +86 (138) 1079-1480 | ||
| gary@blueshirtgroup.com |