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ACM Research, Inc. Director's Dealing 2019

Oct 2, 2019

31514_dirs_2019-10-02_81de5030-0318-4c91-8cd1-dd4799d0dca5.zip

Director's Dealing

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SEC Form 4/A — Form 4/A

Issuer: ACM Research, Inc. (ACMR)
CIK: 0001680062
Period of Report: 2019-08-23

Reporting Person: Hu Chenming (N/A)

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2019-09-30 Stock Option $3.00 D 22232 Disposed 2026-12-27 Class A Common Stock (22232) Direct

Holdings (Non-Derivative)

Security Shares Ownership
Class A Common Stock 30000 Direct

Footnotes

F1: In connection with a public offering of Class A Common Stock by the Issuer, the reporting person and certain other stockholders entered into an Equity Purchase Agreement dated August 4, 2019 pursuant to which the reporting person and such stockholders agreed to sell, and the Issuer agreed to purchase, shares of the Issuer's Class A Common Stock funded by the net proceeds, if any, from the Issuer's sale of Class A Common Stock pursuant to an exercise of the underwriters' over-allotment option. The transaction date for the original Form 4 was August 23, 2019, the date of the closing of the underwriters' over-allotment option and therefore the date on which the obligations of the parties to the Equity Purchase Agreement became fixed and irrevocable. At the time of the filing of the original Form 4, it was contemplated that the reporting person would sell 22,232 of the outstanding shares of Class A Common Stock held by the reporting person in order to satisfy his obligations under the Equity Purchase Agreement and the original Form 4 accordingly reported a reduction of 22,232 in the number of shares of Class A Common Stock beneficially owned by the reporting person. Subsequent to the filing of the original Form 4, the reporting person and the Issuer agreed that the reporting person would instead satisfy his obligations under the Equity Purchase Agreement by cancelling the reporting person's rights to purchase 22,232 shares of Class A Common Stock under an outstanding stock option agreement. On September 30, 2019, such rights were cancelled in exchange for payment to the reporting person of $226,655.24 in cash, representing the purchase price due to the reporting person pursuant to the Equity Purchase Agreement net of the exercise price attributable to the 22,232 shares cancelled under the reporting person's stock option. Because no outstanding shares of Class A Common Stock were ultimately sold by the reporting person pursuant to the Equity Purchase Agreement, the reduction in the number of such shares reflected in the original Form 4 is not reflected in this amendment.

F2: The option vested and became exercisable as to 20,833 shares on May 1, 2017 and the remaining 62,501 shares vest and become exercisable in equal monthly installments over the following 36 months, subject to continued service through each vesting date.