Research, Inc. (NASDAQ: ACMR) to sell part of Shanghai subsidiary stake

Rhea-AI Filing Summary

Research, Inc. reported that its operating subsidiary, Research (Shanghai), Inc., has notified the Shanghai Stock Exchange that the company intends to sell 4,801,648 shares of the Shanghai subsidiary through an inquiry-based transfer plan. These shares represent about 1.34% of Research, Inc.’s ownership in the subsidiary and about 1% of the subsidiary’s total shares outstanding, each as of January 30, 2026. The company plans to use any sale proceeds for general corporate purposes, and notes that the actual number of shares sold and proceeds received will depend on market conditions and other factors.

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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): January 30, 2026

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:

o			Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o			Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o			Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o			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 o

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. o

Item 8.01 Other Events.

The shares of the operating subsidiary of ACM Research, Inc. (the “Company”), ACM Research (Shanghai), Inc. (“ACM Shanghai”), are listed on the Sci-Tech innovation board of the Shanghai Stock Exchange (the “SSE”).

On January 30, 2026, ACM Shanghai issued a notice (the “Notice”) to the SSE that the Company intends to sell 4,801,648 shares (the “Shares”) of ACM Shanghai through an inquiry-based transfer plan (the “Plan”). The Shares represent approximately 1.34% of the Company’s ownership interest in ACM Shanghai and approximately 1% of the total shares outstanding of ACM Shanghai, each as of January 30, 2026. The Company intends to use the proceeds from sales of the Shares for general corporate purposes. The Notice was posted to the SSE’s website on January 30, 2026. A copy of the Notice is attached as Exhibit 99.1 hereto.

The information in this Current Report on Form 8-K, including Exhibit 99.1, is intended to be furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section, nor shall it be deemed to be incorporated by reference into any filing of the Company under the Securities Act of 1933, as amended.

This Current Report on Form 8-K contains forward-looking statements that involve risks and uncertainties. These risks and uncertainties include the number of Shares the Company may sell under the Plan (if any), the prices at which such Shares may be sold, the aggregate proceeds to the Company from such sales, market conditions, and other risks detailed from time to time in the Company’s periodic reports and other filings with the U.S. Securities and Exchange Commission. You are cautioned not to place undue reliance on forward-looking statements, which are based on the Company’s current intentions, expectations and assumptions and speak only as of the date of this Current Report on Form 8-K. The Company does not intend to revise or update any forward-looking statement in this Current Report on Form 8-K as a result of new information, future events or otherwise, except as required by law.

Item 9.01    Financial Statements and Exhibits.

(d)    Exhibits.

Exhibit						Description
99.1* 104						ACM Research (Shanghai), Inc. Shareholder Inquiry-Based Transfer Plan, submitted by ACM Research, Inc. to the Shanghai Stock Exchange on January 30, 2026. Cover Page Interactive Data File (embedded within the XBRL document)

* Unofficial English translation of original document prepared in Mandarin Chinese.

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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: January 30, 2026

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FAQ

What did Research, Inc. (ACMR) disclose in its latest 8-K filing?

Research, Inc. disclosed that its operating subsidiary, Research (Shanghai), Inc., notified the Shanghai Stock Exchange of an intent to sell shares through an inquiry-based transfer plan. Any proceeds from these potential sales would be used for general corporate purposes.

How many subsidiary shares does Research, Inc. plan to sell from Research (Shanghai), Inc.?

Research, Inc. plans to sell 4,801,648 shares of Research (Shanghai), Inc. through an inquiry-based transfer plan. These shares represent a small portion of both the parent company’s ownership and the subsidiary’s total shares outstanding as of January 30, 2026.

What percentage of Research (Shanghai), Inc. shares are included in the planned sale by ACMR?

The planned sale covers shares equal to approximately 1.34% of Research, Inc.’s ownership interest in Research (Shanghai), Inc. and about 1% of the subsidiary’s total shares outstanding, each measured as of January 30, 2026.

How will Research, Inc. use proceeds from selling shares of Research (Shanghai), Inc.?

Research, Inc. intends to use any proceeds from selling the 4,801,648 shares of Research (Shanghai), Inc. for general corporate purposes. This language typically means funds may support overall business needs rather than a single specified project.

Where was the share sale Notice for Research (Shanghai), Inc. published?

The Notice regarding the intended sale of 4,801,648 shares of Research (Shanghai), Inc. was submitted to the Shanghai Stock Exchange and posted on the exchange’s website on January 30, 2026, providing public disclosure in that market.

What risks and uncertainties does Research, Inc. highlight about the share sale plan?

Research, Inc. notes uncertainties around how many shares may actually be sold, the prices obtained, aggregate proceeds, and overall market conditions. It also points to broader risks described in its periodic reports and other SEC filings.