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): June 30, 2022
 
ACM Research, Inc.
(Exact Name of Registrant as Specified in its Charter)
 
Delaware
001-38273
94-3290283
(State or Other
Jurisdiction of Incorporation)
(Commission
File Number)
(IRS Employer
Identification No.)

42307 Osgood Road, Suite I
   
Fremont, California
 
94539
(Address of Principal Executive Offices)
 
(Zip Code)
 
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:
 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
Securities registered pursuant to Section 12(b) of the Act:
 
Title of each class
 
Trading symbol
 
Name of each exchange on which registered
Class A Common Stock, par value $0.0001 per share
 
ACMR
 
The Nasdaq Stock Market LLC

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 5.07
Submission of Matters to a Vote of Security Holders.
 
We held our 2022 Annual Meeting of Stockholders on June 30, 2022. The board of directors solicited proxies pursuant to a proxy statement that we filed with the Securities and Exchange Commission under Section 14(a) of the Securities Exchange Act of 1934 on May 20, 2022, as supplemented by a proxy supplement filed on May 23, 2022. There was no solicitation in opposition to the board’s solicitation.
 
At the meeting, holders of Class A and Class B common stock were asked to consider and vote upon the two proposals set forth below. Each share of Class A common stock was entitled to one vote with respect to each matter submitted to a vote at the meeting, and each share of Class B common stock was entitled to twenty votes with respect to each matter submitted to a vote at the meeting. Shares of Class A and Class B common stock representing 132,855,462 votes, or 85.3% of the total votes attributable to all outstanding shares of Class A and Class B common stock, were present in person or by proxy at the meeting.
 
The voting results reported below are final.
 
The matters considered and voted on by the stockholders at the meeting and the votes of the stockholders were as follows:
 
Proposal 1. Stockholders voted as follows with respect to the election of each of the nominees for director identified in the proxy statement.
 
Nominee
For
Withhold
Broker Non-Votes
David H. Wang
120,203,118
5,562,357
7,089,987
Haiping Dun
119,933,880
5,831,595
7,089,987
Chenming C. Hu
118,013,359
7,752,116
7,089,987
Tracy Liu
118,775,329
6,990,146
7,089,987
Xiao Xing
125,516,335
249,140
7,089,987
 
As a result of this vote, each of the five nominees was elected as a director to serve until the 2023 Annual Meeting of Stockholders and until his or her successor is duly elected and qualified.
 
Proposal 2. Stockholders ratified the appointment of Armanino LLP as our independent auditor for the fiscal year ending December 31, 2022, by the following vote:
 
 
For
Against
Abstain
Ratification of Appointment of Armanino LLP for 2022
132,824,918
3,833
26,711


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.
 
 
ACM RESEARCH, INC.
     
 
By:
/s/ Mark McKechnie
   
Mark McKechnie
   
Chief Financial Officer and Treasurer
     
Dated: June 30, 2022