FORM 4

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person *
Liu Tracy
2. Issuer Name and Ticker or Trading Symbol
ACM Research, Inc. [ACMR]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last)
(First)
(Middle)

C/O ACM RESEARCH, INC., 42307 OSGOOD ROAD, SUITE I
3. Date of Earliest Transaction (Month/Day/Year)
08/10/2023
(Street)

FREMONT, CA 94539
(City)
(State)
(Zip)
4. If Amendment, Date Original Filed(Month/Day/Year)
08/14/2023
6. Individual or Joint/Group Filing
(Check applicable line)

__X__ Form Filed by One Reporting Person
_____ Form Filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned

1.Title of Security (Instr. 3)

2. Transaction Date (Month/Day/Year)

2A. Deemed Execution Date, if any (Month/Day/Year)

3. Transaction Code (Instr. 8)

4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)

5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)

6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)

7. Nature of Indirect Beneficial Ownership (Instr. 4)

Code

V

Amount

(A) or (D)

Price



Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security
(Instr. 3)

2. Conversion or Exercise Price of Derivative Security

3. Transaction Date (Month/Day/Year)

3A. Deemed Execution Date, if any (Month/Day/Year)

4. Transaction Code
(Instr. 8)

5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5)

6. Date Exercisable and Expiration Date (Month/Day/Year)

7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)

8. Price of Derivative Security (Instr. 5)

9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)

10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)

11. Nature of Indirect Beneficial Ownership (Instr. 4)

Code

V

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Stock Option

$13.89 (1) 08/10/2023 A  30,000  (2) 08/09/2033

Class A Common Stock

30,000 $ 0 30,000D 

Stock Option

$13.89 (1) 08/10/2023 A  24,000  (3) 08/09/2033

Class A Common Stock

24,000 $ 0 24,000D 

Explanation of Responses:

This Form 4 amendment has been filed solely to correct the exercise price of the stock option to purchase shares of Class A Common Stock of the Issuer reported in a Form 4 filed on August 14, 2023 (the "Form 4"). The exercise price was inadvertently stated as $13.24 in the Form 4. The exercise price should have been stated as $13.89 in the Form 4.

The option will vest and become exercisable as to 7,500 shares on August 10, 2024 and the remaining 22,500 shares will vest and become exercisable in equal monthly installments over the following 36 months, subject to continued service through each vesting date.

The option will vest and become exercisable immediately prior to the 2024 annual meeting of stockholders of the issuer, subject to continued service through the vesting date.



Signatures

/s/ Mark McKechnie, Attorney-in-Fact for Tracy Liu

08/21/2023
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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