Filed by the Registrant ☒

Filed by a Party other than the Registrant ☐

☐	Preliminary Proxy Statement

☐	Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))

☒	Definitive Proxy Statement

☐	Definitive Additional Materials

☐	Soliciting Material Pursuant to §240.14a-12

Payment of Filing Fee (Check the appropriate box):
☒	No fee required.
☐	Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11.
	(1)	Title of each class of securities to which transaction applies:
	(2)	Aggregate number of securities to which transaction applies:
	(3)	Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (set forth the amount on which the filing fee is calculated and state how it was determined):
	(4)	Proposed maximum aggregate value of transaction:
	(5)	Total fee paid:
☐	Fee paid previously with preliminary materials.
☐	Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing.
	(1)	Amount Previously Paid:
	(2)	Form, Schedule or Registration Statement No.:
	(3)	Filing Party:
	(4)	Date Filed:

NOTICE OF 2020 ANNUAL MEETING OF STOCKHOLDERS and PROXY STATEMENT
2020 Annual Meeting June 2, 2020 7 a.m., Pacific time	Inside CEO’s letter to stockholders Information on two voting proposals:
Virtual-only meeting Webcast access at www.virtualshareholdermeeting.com/ACMR2020		Election of six directors
		Ratification of appointment of independent auditor for 2020

42307 Osgood Rd, Suite I Fremont, California 94539

To Stockholders of ACM Research, Inc.: The board of directors is soliciting proxies for use at the ACM Research, Inc. 2020 Annual Meeting. You are receiving the enclosed proxy statement because you were a holder of Class A or Class B common stock as of 5 p.m., Eastern time, on the record date of April 8, 2020 and therefore are entitled to vote at the Annual Meeting. You may participate in the Annual Meeting, including casting votes and submitting questions, by accessing a live webcast at virtualshareholdermeeting.com/ACMR2020 and then using the 16-digit control number provided on the Notice of Internet Availability of Proxy Materials or proxy card being delivered to the stockholder. Online check-in to the Annual Meeting will begin at 6:45 a.m., Pacific time, and stockholders are encouraged to allow ample time to log in to the meeting webcast and test their computer audio system. There will be no physical location for the Annual Meeting. The Annual Meeting will be held to consider and vote upon:     In addition, any other business properly presented may be acted upon at the Annual Meeting. Each share of Class A common stock is entitled to one vote, and each share of Class B common stock is entitled to twenty votes, for each director position and other proposal. In accordance with the Securities and Exchange Commission rules, we are providing stockholders with access to proxy materials on the Internet, instead of mailing printed copies. We are mailing to stockholders, commencing on or about April 23, 2020, a Notice of Internet Availability of Proxy Materials to provide: • directions for accessing and reviewing the proxy materials on the Internet and submitting a proxy over the Internet or by telephone; •     instructions for requesting copies of proxy materials in printed form or by email at no charge; and • a control number for use in submitting proxies and accessing the Annual Meeting webcast. By Order of the Board, Mark McKechnie Secretary  April 23, 2020		When June 2, 2020 7 a.m., Pacific time Where Webcast only Access at: virtualshareholdermeeting.com/ACMR2020
		IMPORTANT NOTICE REGARDING THE AVAILABILITY OF PROXY MATERIALS FOR THE ANNUAL MEETING OF STOCKHOLDERS TO BE HELD ON JUNE 2, 2020: The Notice of 2020 Annual Meeting of Stockholders, the Proxy Statement, the 2019 Annual Report to Stockholders and instructions for voting via the Internet can be accessed at: proxyvote.com
		How to Vote in Advance Your vote is important. Please vote as soon as possible by one of the methods shown below. Your Notice of Internet Availability of Proxy Materials, proxy card or voting instruction form should be readily available.

42307 Osgood Rd, Suite I Fremont, California 94539

Date

June 2, 2020

Time

7 a.m., Pacific time

Meeting Webcast Address

virtualshareholdermeeting.com/ACMR2020

	Page
2019 Proxy Summary	1
Questions and Answers about the Annual Meeting	5
Vote Required for Election or Approval	10
Corporate Governance	11
Board of Directors Overview	11
Independence of Directors	12
Director Nomination Rights	12
Code of Business Conduct	13
Board Oversight of Risk	13
Board Leadership Structure	14
Audit Committee	14
Nominating and Governance Committee	15
Compensation Committee	15
Compensation Committee Interlocks and Insider Participation	16
Certain Relationships and Related-Person Transactions	17
Director Compensation	19
Proposal 1 — Election of Directors	21
Director Qualifications	21
Identifying and Evaluating Nominees for Directors	21
Information Concerning Nominees for Election as Directors	22
Beneficial Ownership of Common Stock	25
Section 16(a) Beneficial Ownership Reporting Compliance	26
Executive Officers	27
Executive Compensation	28
Summary Compensation Table	28
Narrative Explanation of the Summary Compensation Table	28
Outstanding Equity Awards at December 31, 2019	29
Employment Agreements	29
Payments Upon Termination or Change in Control	29
Section 162(m) Considerations	29
Equity Compensation Plan Information	30
Proposal 2 — Ratification of Appointment of Independent Auditor for 2019	31
Appointment of Independent Auditor by Audit Committee	3!
Proposed Ratification of Independent Auditor	31
Accounting Matters	32
Principal Independent Auditor Fees	32
Audit Committee Pre-Approval Policies and Procedures	32
Report of Audit Committee	32
Stockholder Proposals for 2020 Annual Meeting	34
Delivery of Documents to Security Holders Sharing an Address	34
Other Matters	34

Q:	When and where will the Annual Meeting be held?

A:	This year the Annual Meeting of Stockholders of ACM Research, Inc., which we refer to as the Annual Meeting, will again be held exclusively by webcast at virtualshareholdermeeting.com/ACMR2020, beginning at 7 a.m., Pacific time, on June 2, 2020.

A:

The live audio webcast of the Annual Meeting will be available for listening by the general public, but participation in the Annual Meeting, including voting shares and submitting questions, will be limited to stockholders. To ensure they can participate, stockholders and proxyholders should visit virtualshareholdermeeting.com/ACMR2020 and enter the 16-digit control number included on their Notice of Internet Availability of Proxy Materials or proxy card.

Q:	What materials have been prepared for stockholders in connection with the Annual Meeting?

A:	We are furnishing you and other stockholders of record with the following proxy materials:

•

our 2019 Annual Report to Stockholders, which we refer to as the 2019 Annual Report and which includes our Annual Report on Form 10‑K for the fiscal year ended December 31, 2019 (including our audited consolidated financial statements for 2019 and 2018);

•

this Proxy Statement for the 2020 Annual Meeting, which we refer to as this Proxy Statement and which also includes a letter from our Chief Executive Officer and President to stockholders, and a Notice of 2020 Annual Meeting of Stockholders; and

•

a Notice of Internet Availability of Proxy Materials, which we refer to as the Notice of Internet Availability, which includes a control number for use in submitting proxies and accessing the Annual Meeting webcast.

•

These materials were first mailed or made available to stockholders on or about April 23, 2020.

•

If you request, in accordance with the instructions provided in the Notice of Internet Availability, a printed set of proxy materials, you will receive by mail, at no charge, printed copies of the 2019 Annual Report, this Proxy Statement, a proxy card for the Annual Meeting and a postage-paid, pre-addressed envelope to be used to return the completed proxy card. Your proxy card will include a control number for use in accessing the Annual Meeting webcast.

•

If, in accordance with the instructions provided in the Notice of Internet Availability, you request that a set of proxy materials be emailed to you, you will receive by email, at no charge, electronic copies of the 2019 Annual Report and this Proxy Statement.

Q:	Why was I mailed a Notice of Internet Availability, rather than a printed set of proxy materials?

A:

In accordance with rules adopted by the Securities and Exchange Commission, we are furnishing the proxy materials to stockholders by providing access via the Internet, instead of mailing printed copies. This process expedites the delivery of proxy materials to our stockholders, lowers our costs and reduces the environmental impact of the Annual Meeting. The Notice of Internet Availability tells you how to access and review the proxy materials on the Internet and how to vote on the Internet. It also provides instructions you may follow to request paper or emailed copies of the proxy materials.

Q:	Are the proxy materials available via the Internet?

A:

You can access and review the proxy materials for the Annual Meeting at http://ir.acmrcsh.com/corporate-governance/highlights or proxyvote.com. In order to submit your proxies or access the Annual Meeting webcast, however, you will need to refer to the Notice of Internet Availability or proxy card to obtain your 16-digit control number and other personal information needed to vote by proxy or virtually.

Q:	What is a proxy?

A:	The term “proxy,” when used with respect to stockholder, refers to either a person or persons legally authorized to act on the stockholder’s behalf or a format that allows the stockholder to vote without being physically present at the Annual Meeting.

Q:	What matters will the stockholders vote on at the Annual Meeting?

Proposal

Ratification of appointment of our independent auditor for 2020.

Q:	Who can vote at the Annual Meeting?

A:

Stockholders of record of Class A and Class B common stock at 5 p.m. Eastern time on April 8, 2020 the record date, will be entitled to vote at the Annual Meeting. As of the record date, there were outstanding a total of 16,317,346 shares of Class A common stock, each of which will be entitled to one vote on each proposal, and 1,862,608 shares of Class B common stock, each of which will be entitled to twenty votes on each proposal. As a result, up to a total of 53,569,506 votes can be cast on each proposal.

Q:	What is a stockholder of record?

A:	A stockholder of record is a stockholder whose ownership of our common stock is reflected directly on the books and records of our transfer agent, Computershare Trust Company, N.A.

Q:	What does it mean for a broker or other nominee to hold shares in “street name”?

A:

If you beneficially own shares held in an account with a broker, bank or similar organization, that organization is the stockholder of record and is considered to hold those shares in “street name.” An organization that holds your beneficially owned shares in street name will vote in accordance with the instructions you provide. If you do not provide the organization with specific voting instructions with respect to a proposal, the organization’s authority to vote your shares will, under the rules of the Nasdaq Global Market or NASDAQ, depend upon whether the proposal is considered a “routine” or a non-routine matter.

•

The organization generally may vote your beneficially owned shares on routine items for which you have not provided voting instructions to the organization. The only routine matter expected to be voted on at the Annual Meeting is the ratification of the appointment of our independent auditor for 2020 (Proposal 2).

•

The organization generally may not vote on non-routine matters, including Proposal 1. Instead, it will inform the inspector of election that it does not have the authority to vote on those matters. This is referred to as a “broker non-vote.”

Q:	How do I vote my shares if I do not attend the Annual Meeting?

A:	If you are a stockholder of record, you may vote prior to the Annual Meeting as follows:

Q:	Can I vote at the Annual Meeting?

A:	If you are a stockholder of record, you may vote virtually at the Annual Meeting, whether or not you previously voted. If your shares are held in street name, you must obtain a written proxy, executed in your favor, from the stockholder of record to be able to vote at the Annual Meeting.

Q:	Can I ask questions at the Annual Meeting?

A:

You may submit questions via the Internet during the Annual Meeting by participating in the webcast at virtualshareholdermeeting.com/ACMR2020. We will answer any timely submitted questions on a matter to be voted on at the Annual Meeting before voting is closed on the matter. Following adjournment of the formal business of the Annual Meeting, we will address appropriate general questions from stockholders regarding ACM in the order in which the questions are received. Questions relating to the stockholder proposals or ACM may be submitted in the field provided in the web portal at or before the time the questions are to be discussed. All questions received during the Annual Meeting will be presented as submitted, uncensored and unedited, except that we may omit certain personal details for data protection issues and we may edit profanity or other

inappropriate language. If we receive substantially similar questions, we will group those questions together and provide a single response to avoid repetition. Additional information regarding the submission of questions during the Annual Meeting can be found in our 2020 Rules of Conduct and Procedure, available at virtualshareholdermeeting.com/ACMR2020.

Q:	Why is the Annual Meeting being conducted as a virtual meeting?

A:

The board considers the appropriate format of our annual meeting of stockholders on an annual basis. This year the board again chose a virtual meeting format for the Annual Meeting in an effort to facilitate stockholder attendance and participation by enabling stockholders to participate fully, and equally, from any location around the world, at no cost. The virtual meeting format will allow our stockholders to engage with us at the Annual Meeting from any geographic location, using any convenient internet-connected devices, including smart phones and tablet, laptop or desktop computers.

Q:	If I am unable to participate in the live audio webcast of the Annual Meeting, may I listen at a later date?

A:

An audio replay of the Annual Meeting will be posted and publicly available at http://ir.acmrcsh.com/presentations following the Annual Meeting and will remain publicly available until our next annual meeting of stockholders in 2021. This audio replay will cover the entire Annual Meeting, including each stockholder question addressed during the Annual Meeting.

Q:	May I change my vote or revoke my proxy?

A:	If you are a stockholder of record and previously delivered a proxy, you may subsequently change or revoke your proxy at any time before it is exercised by:

•

voting via the Internet or telephone at a later time;

•

submitting a completed and signed proxy card with a later date; or

•

voting via the Internet at the Annual Meeting.

Q:	What happens if I do not give specific voting instructions?

A:

If you are a stockholder of record and you return a proxy card without giving specific voting instructions, the proxy holders will vote your shares in the manner recommended by the board on both proposals presented in this Proxy Statement and as the proxy holders may determine in its discretion on any other matters properly presented for a vote at the Annual Meeting.

Q:	What should I do if, during check-in or the meeting, I have technical difficulties or trouble accessing the virtual meeting website?

A:

Online check-in to the Annual Meeting webcast will begin at 6:45 a.m., Pacific time. You should allow ample time to log in to the meeting webcast and test your computer audio system. During online check-in and continuing through the length of the Annual Meeting, we will have technicians standing by to assist you with any technical difficulties you may have accessing the Annual Meeting. If you encounter any difficulties accessing the Annual Meeting during the check-in or at meeting time, you should call the technical support number available at virtualshareholdermeeting.com/ACMR2020.

Q:	What if other matters are presented at the Annual Meeting?

A:

If a stockholder of record provides a proxy by voting in any manner described in this Proxy Statement, the proxy holders will have the discretion to vote on any matters, other than the two proposals presented in this Proxy Statement, that are properly presented for consideration at the Annual Meeting. We do not know of any other matters to be presented for consideration at the Annual Meeting.

•	the audit committee charter at:

•	the compensation committee charter at:

•	the nominating and governance committee charter at:

•	appointing, approving the compensation of, and assessing the independence of our registered public accounting firm;

•	overseeing the work of our registered public accounting firm, including through the receipt and consideration of reports from such firm;

•	reviewing and discussing with management and the registered public accounting firm our annual and quarterly financial statements and related disclosures;

•	monitoring our internal control over financial reporting and our disclosure controls and procedures;

•	meeting independently with our registered public accounting firm and management;

•	furnishing the audit committee report required by SEC rules;

•	reviewing and reassessing the adequacy of our conflict of interest policy; and

•	overseeing our risk assessment and risk management policies.

•	identifying, evaluating, and making recommendations to the board of directors and our stockholders concerning nominees for election to the board, to each of the board’s committees and as committee chairs;

•	annually reviewing the performance and effectiveness of the board and developing and overseeing a performance evaluation process;

•	annually evaluating the performance of management, the board and each board committee against their duties and responsibilities relating to corporate governance;

•	annually evaluating adequacy of our corporate governance structure, policies and procedures; and

•	providing reports to the board regarding the committee’s nominations for election to the board and its committees.

•	evaluating the performance of our Chief Executive Officer and determining the Chief Executive Officer’s salary and contingent compensation based on his or her performance and other relevant criteria;

•	identifying the corporate and individual objectives governing the Chief Executive Officer’s compensation;

•	approving the compensation of our other executive officers;

•	making recommendations to the board with respect to director compensation;

•	reviewing and approving the terms of certain material agreements;

•	overseeing and administering our equity incentive plans and employee benefit plans;

•	preparing the annual compensation committee report required by SEC rules; and

•	conducting a review of executive officer succession planning, as necessary, reporting its findings and recommendations to the board, and working with the board in evaluating potential successors to executive officer positions.

	Position	Retainer
	Lead Director	$20,000
	Other Directors	15,000
	Audit Committee Chair	4,000
	Other Audit Committee Members	3,000
	Compensation Committee Chair	4,000
	Other Compensation Committee Members	3,000
	Nominating and Governance Committee Chair	4,000
	Other Nominating and Governance Committee Members	3,000

	Director	Fees Earned or Paid in Cash($)	Option Awards($)(1)	All Other Compensation($)	Total($)
	Haiping Dun(2)	$27,000	$129,938	—	$156,938
	Chenming C. Hu(2)	19,000	—	$100,000(3)	119,000
	Tracy Liu(2)	25,000	129,938	—	154,938
	Zhengfan Yang	18,000	—	—	18,000
	Yinan Xiang	18,000	—	—	18,000

(1)

The amounts shown represent the aggregate grant date fair value of stock awards granted in accordance with Financial Accounting Standards Board Accounting Standards Codification Topic 718, Compensation—Stock Compensation. The amounts do not necessarily correspond to the actual amounts that will be earned by the directors. For assumptions made in valuing these awards and related information, see note 2 to our consolidated financial statements included in our Annual Report on Form 10-K for the fiscal year ended December 31, 2019.

(2)	Chair of a board committee during 2019.

(3)

The amount shown consists of consulting fees paid pursuant to an Advisory Board Agreement entered into with Dr. Hu in May 2016. Under the Advisory Board Agreement, Dr. Hu agreed to serve as a member of our advisory board and to use commercially reasonable efforts to provide us with various advisory services for a term extending until May 2021.

•	be of the highest ethical character and share the values of ACM as reflected in its Code of Conduct;

•	be highly accomplished in his or her field, with superior credentials and recognition;

•	have sound business judgment, be able to work effectively with others, have sufficient time to devote to our affairs, and be free from conflicts of interest; and

•	be independent of any particular constituency and able to represent all of our stockholders.

•	the nominee’s professional experience for at least the past five years;

•	the year in which the nominee first became one of our directors;

•	each committee of the board of directors on which the nominee currently serves;

•	the nominee’s age as of the record date for the Annual Meeting;

•	the relevant skills the nominee possesses that qualify him or her for nomination to the board; and

•	directorships held by each nominee presently and at any time during the past five years at any public company or registered investment company.

•	each person known to us to be the beneficial owner of more than five percent of the then-outstanding Class A common stock (on an as-converted basis) or the then-outstanding Class B common stock;

•	each director and named executive officer; and

•	all of our directors and executive officers as a group.

	Class A(1)			Class B		% of Total Voting Power(2)
Beneficial Owner	Shares	%		Shares	%
5% Stockholders
Shanghai Science and Technology Venture Capital Co., Ltd.(3)	1,666,170	10.2%		—	—	3.1%
Pudong Science and Technology (Cayman) Co., Ltd.(4)	1,119,576	6.9		—	—	2.1
Xinxin (Hongkong) Capital Co., Limited(5)	833,334	5.1		—	—	1.6
Named Executive Officers and Directors
David H. Wang(6)	2,840,493	15.2		1,422,270	76.4%	54.8
Yinan Xiang(7)	1,666,170	10.2		—	—	3.1
Zhengfan Yang(8)	833,334	5.1		—	—	1.6
Haiping Dun(9)	562,113	3.4		100,000	5.4	4.6
Chenming Hu(10)	122,915	*		—	—	*
Tracy Liu(11)	73,174	*		—	—	*
Lisa Feng(12)	36,349	*		—	—	*
Mark McKechnie(13)	26,458	*		—	—	*
All executive officers and directors as a group (9 persons)(14)	6,795,071	35.0		1,572,271	84.4	66.5

*	Less than 1%.

(2)	Percentage of total voting power represents voting power with respect to all shares of Class A and Class B common stock, voting as a single class. Holders are entitled to one vote per share of Class A common stock and twenty votes per share of Class B common stock.

(3)	Weiguo Shen is the Chairman and General Manager of Shanghai Science and Technology Venture Co., Ltd., or SSTVC, and may be deemed to beneficially own the shares held by SSTVC. The address of SSTVC and Mr. Shen is Floor 39, #669 Xin Zha Road, Jing An District, Shanghai, PRC.

(4)

Pudong Science and Technology (Cayman) Co., Ltd., or PST, is a wholly owned subsidiary of Shanghai Pudong High-Tech Investment Co., Ltd. Long Ji is the Corporate Representative of Pudong High-Tech Investment Co., Ltd. and may be deemed to beneficially own the shares held by PST. The address of PST, its parent and Mr. Ji is No. 439, 13 Building, Chunxiao Road, Zhangjiang Hi-tech Park, Pudong District, Shanghai.

(5)

Xinxin (Hongkong) Capital Co., Limited is a wholly owned subsidiary of Xunxin (Shanghai) Capital Co., Ltd., which is a wholly owned subsidiary of China IC Industry Investment Fund. Sino IC Capital Co., Limited is the management company of China IC Industry Investment Fund and Kai Ren is the Vice President of Sino IC Capital Co., Limited and may be deemed to beneficially own the shares held by Xinxin (Hongkong) Capital Co., Limited. The address of Xinxin (Hongkong) Capital Co., Limited, Xunxin (Shanghai) Capital Co., Limited, Sino IC Capital Co., Limited, China IC Industry Investment Fund and Kai Ren is 3rd Floor North, No. 7 Financial Street, Xicheng District, Beijing 100033.

(6)

Includes (a) 206,667 shares of Class A common stock held by Dr. Wang and Jing Chen, as Trustees for the Wang-Chen Family Living Trust; (b) 60,000 shares of Class A common stock held by Dr. Wang and Jing Chen, as Trustees for The David Hui Wang and Jing Chen Family Irrevocable Trust for Wang Children; (c) 1,422,270 shares of Class A common stock issuable upon conversion of Class B common stock, of which shares of Class B common stock a total of 117,334 are held by Dr. Wang’s son, Brian Wang, 117,334 are held by Dr. Wang’s daughter, Sophia Wang, 33,334 are held by Dr. Wang’s spouse, Jing Chen, and 7,334 are held by Dr. Wang and Jing Chen, as Trustees for The David Hui Wang and Jing Chen Family Irrevocable Trust for Wang Children; and (d) 968,271 shares of Class A common stock issuable upon the exercise of options exercisable by June 7, 2020.

(7)

Consists of shares owned by Shanghai Science and Technology Venture Co., Ltd., or SSTVC (see note (2) above). As described under “Corporate Governance—Director Nomination Rights,” SSTVC has exercised a contractual right by designating Ms. Xiang for nomination to the board and the board has elected Ms. Xiang to the board. Ms. Xiang disclaims beneficial ownership of the shares owned by SSTVC except to the extent of her pecuniary interest therein.

(8)

Consists of shares owned by Xinxin (Hongkong) Capital Co., Limited (see note (4) above). As described under “Corporate Governance—Director Nomination Rights,” Xinxin (Hongkong) Capital Co., Limited has exercised a contractual right by designating Mr. Yang for nomination to the board and the board has elected Mr. Yang to the board. Mr. Yang disclaims beneficial ownership of the shares owned by Xinxin (Hongkong) Capital Co., Limited except to the extent of his pecuniary interest therein.

(9)	Includes 177,083 shares of Class A common stock issuable under options exercisable by June 7, 2020.

(10)	Includes 92,915 shares of Class A common stock issuable under options exercisable by June 7, 2020.

(11)	Includes 36,250 shares of Class A common stock issuable under options exercisable by June 7, 2020.

(12)	Includes 25,589 shares of Class A common stock issuable under options exercisable by June 7, 2020.

(13)	Includes 26,458 shares of Class A common stock issuable under options exercisable by June 7, 2020.

(14)

Includes shares held jointly, indirectly and/or in trust, including 1,540,220 shares of Class A common stock issuable under options exercisable by June 7, 2020. See notes (5) through (12). Jian Wang’s beneficial ownership includes 397,502 shares of Class A common stock held by SMC (see “Certain Relationships and Related-Person Transactions—Warrant Issuance and Exercise”), of which he disclaims beneficial ownership except to the extent of his pecuniary interest therein.

Name		Age		Positions and Business Experience		Year First Elected Officer
David H. Wang		58		Please see “Proposal 1. Election of Directors—Information Concerning Nominees for Election as Directors.”		1998
Mark McKechnie		53		Chief Financial Officer, Treasurer and Secretary of ACM Research, Inc. (November 2019-present); Vice President of Finance of ACM Research, Inc. (July 2018-November 2019); Vice President of Investor Relations and Strategic Initiatives of Silver Spring Networks (November 2014-January 2018); Managing Director of Technology Equity Research of Evercore Partners (2012-2014); received a Bachelor of Science in Electrical Engineering degree from Purdue University and a Master of Business Administration degree from The Kellogg School of Management at Northwestern University.		2019
Jian Wang		55		Chief Executive Officer and President of ACM Research (Shanghai), Inc. (November 2019-present); Vice President, Research and Development (January 2015-November 2019); Director of Research and Development of ACM Research (Shanghai), Inc. (2011-January 2015), focusing on the research and development of stress-free polishing and electro-chemical-copper-planarization technologies; received a Master of Science degree in computer science from Northwestern Polytechnic University, a Master of Science degree in marine engineering from Kobe University and a Bachelor of Science degree in mechanical engineering from Southeast University.		2015
Lisa Feng		61		Chief Financial Officer of ACM Research (Shanghai), Inc. (November 2019-present); Chief Accounting Officer, Interim Chief Financial Officer and Treasurer of ACM Research, Inc. (January 2018- November 2019); Financial Controller (October 2017-January 2018); Corporate Controller of Amlogic, Inc. (August 2008-September 2017); received a Bachelor of Science degree in Business/Economics from Southern Connecticut State University and a Master of Science degree in Accounting from Golden Gate University.		2019
Sotheara Cheav		68		Senior Vice President, Manufacturing of ACM Research (Shanghai), Inc. (May 2019-present); Vice President, Manufacturing of ACM Research (Shanghai), Inc. (January 2015-May 2019); Director of Manufacturing of ACM Research (Shanghai), Inc. (2011-December 2014); received a Bachelor of Science degree in Science and Technology from the University of Cambodia and an Associate of Science degree in Electronics from Bay Valley Technical Institute.		2015
Fuping Chen		38		Vice President, Sales—China of ACM Research (Shanghai), Inc. (January 2018-present); Senior Technical Director of ACM Research, Inc. (2010-2017); Assistant Wet Process Manager of SK Hynix Inc. (2006-2010); received a Bachelor of Science degree from Nanjing University of Technology of Material Science and Engineering and a Master of Science degree from Zhejiang University of Material Science and Engineering.		2018

Name and Principal Position		Year		Salary($)(1)		Bonus($)(1)		Option Awards($)(2)		All Other Compensation ($)(1)(3)		Total($)
David H. Wang		2019		$229,742		$19,358		$325,000		$24,594		$598,694
Chief Executive Officer and President		2018		189,373		34,519		—		12,985		236,877
Mark McKechnie		2019		232,424		129,327		299,400		22,500		683,651
Chief Financial Officer, Treasurer and Secretary
Lisa Feng		2019		159,673		41,354		214,700		19,332		435,059
Chief Financial Officer of ACM Research (Shanghai), Inc.

(1)

Except for $44,332 of David H. Wang’s salary, $32,711 of Lisa Feng’s salary, and $163,975 of Mark McKechnie’s salary, compensation amounts were paid in RMB and have been converted to U.S. dollars for purposes of the table. The RMB per U.S. dollar exchange rate used for such conversion reflects the average exchange rate during 2019 and 2018, as appropriate.

(2)

The amounts shown represent the aggregate grant date fair value of stock awards granted in accordance with Financial Accounting Standards Board Accounting Standards Codification Topic 718, Compensation—Stock Compensation. The amounts do not necessarily correspond to the actual amounts that will be earned by the named executive officers. For assumptions made in valuing these awards and related information, see note 2 to our consolidated financial statements included in our Annual Report on Form 10-K for the fiscal year ended December 31, 2019.

(3)	The amounts shown are attributable to the following:

Name and Principal Position		Year		Housing Subsidy($)		Health and Welfare Plans($)		Total($)
David H. Wang		2019		$13,920		$10,674		$24,594
		2018		10,667		2,318		12,985
Mark McKechnie		2019		13,920		8,580		22,500
Lisa Feng		2019		10,133		9,199		19,332

•	base salary;

•	performance-based cash bonuses;

•	long-term incentive compensation in the form of stock options; and

•	benefits consisting principally of housing subsidies and health and welfare plan contributions.

		Option Awards
		Number of Securities Underlying Unexercised Options				Option
Name		Exercisable(#)		Unexercisable(#)		Exercise Price($)		Expiration Date
David H. Wang		270,001		—		$0.75		05/01/21
		400,000		—		1.50		05/01/25
		243,061		90,273		3.00		12/27/26
		—		50,000		16.81		04/22/29
Mark McKechnie		13,333		26,667		13.85		07/31/28
		—		30,000		16.81		04/22/29
		—		20,000		13.64		11/03/29
Lisa Feng		2,776		6,948		5.60		11/01/27
		14,375		15,625		5.31		01/24/28
		—		25,000		16.81		04/22/29
		—		10,000		13.64		11/03/29

Plan Category		Number of Securities to be Issued Upon Exercise of Outstanding Options, Warrants and Rights (a)		Weighted Average Exercise Price of Outstanding Options, Warrants and Rights (b)		Number of Securities Remaining Available for Future Issuance Under Equity Compensation Plans(1) (c)
Equity compensation plans approved by stockholders(2)		4,095,676		$5.67		1,060,354
Equity compensation plans not approved by stockholders(3)		1,359,674		1.26		—
Totals		5,455,350				1,060,354

(1)	Consists of shares of Class A common stock available at December 31, 2019 for awards under our 2016 Omnibus Incentive Plan. Excludes securities reflected in column (a).

(2)	Consists of awards issued or issuable under our 2016 Omnibus Incentive Plan and 1998 Stock Option Plan.

(3)	Consists of non-qualified stock option agreements granted between 2007 and 2015 outside of any equity incentive plan.

•

BDO’s global capabilities;

•

BDO’s technical expertise and knowledge of our global operations and industry;

•

the quality and candor of BDO’s communications with the audit committee and management;

•

the quality and efficiency of the services provided by BDO, including input from management on BDO’s performance;

•

BDO’s objectivity and professional skepticism;

•

external data on audit quality and performance, including recent PCAOB reports on BDO and its peer firms;

•

BDO’s use of technology to aid in audit efficiency;

•

BDO’s independence, how effectively BDO demonstrated its independent judgment, and the controls and processes in place that help ensure BDO’s independence; and

•

the appropriateness of BDO’s fees.

Fee Category	2019	2018
Audit Fees(1)	$295,900	$266,168
Audit-Related Fees(2)	$167,120	—
Total	$463,020	$266,168

(1)	Includes services relating to the audit of the annual consolidated financial statements, review of quarterly consolidated financial statements, statutory audits, comfort letters, and consents and review of documentation filed with SEC-registered and other securities offerings.