Fuping Chen
About Fuping Chen
Fuping Chen (age 43) is Vice President, Sales—China at ACM Research (Shanghai), Inc. (subsidiary of ACM Research, Inc.), a role he has held since January 2018; he previously served as Senior Technical Director at ACM Research, Inc. (2010–2017) and earlier worked at SK Hynix (2006–2010). He holds a B.S. in Materials Science and Engineering from Nanjing University of Technology and an M.S. in Materials Science and Engineering from Zhejiang University . Company-level performance during his tenure includes 2024 revenue of $782 million and net income of $131 million, with a 5-year cumulative TSR index of 245.5 vs. Russell 1000 peer group 190.5 (value of a $100 investment), indicating solid top-line scale-up and shareholder value creation over the period considered .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| ACM Research, Inc. | Senior Technical Director | 2010–2017 | Not disclosed in proxy |
| SK Hynix Inc. | Assistant Wet Process Manager | 2006–2010 | Not disclosed in proxy |
External Roles
- No public company directorships or external board roles disclosed for Mr. Chen in the 2025 proxy .
Fixed Compensation
| Year | Base Salary ($) | Target Bonus % | Actual Cash Bonus ($) | Notes |
|---|---|---|---|---|
| 2024 | 164,468 | Not disclosed | 182,520 | Discretionary program; bonus tied to company revenue growth, improved operating margins, new products/customers, and global customer progress . |
| 2023 | 157,845 | Not disclosed | 170,280 | Discretionary; amounts shown in USD after RMB conversion . |
| 2022 | 135,282 | Not disclosed | 98,142 | Discretionary; amounts shown in USD after RMB conversion . |
The company does not maintain a formal target bonus policy for NEOs; annual bonuses are discretionary based on individual and company achievements with no specified weighting .
Performance Compensation
Annual Incentives (Cash)
| Component | Metric(s) | Weighting | Target | Actual/Payout | Vesting/Timing |
|---|---|---|---|---|---|
| 2024 Discretionary Bonus | Revenue growth; improved operating margins; progress on new products; new customer wins; progress with global customers | Not specified | Not set | $182,520 paid in cash | Annual cash, no vesting . |
Long-Term Incentives (Equity) – ACM Research, Inc. (Parent)
| Grant/Instrument | Grant Date | Shares/Options (#) | Exercise Price ($) | Vesting Terms | Status as of 12/31/24 |
|---|---|---|---|---|---|
| Stock option | 1/24/2018 | 141,165 | 1.77 | Fully vested | Exercisable . |
| Stock option | 8/03/2019 | 30,000 | 5.33 | Fully vested | Exercisable . |
| Performance-based stock option (two tranches) | 7/27/2020 | 60,000 | 28.42 | One-half vested upon first demo tool order from specified customer; remaining half vests upon qualification of first demo tool for such customer | 30,000 exercisable; 30,000 unearned/unvested . |
| Stock option | 3/03/2022 | 3,000 | 25.45 | Fully vested | Exercisable . |
| New equity grants in 2024 | — | — | — | None granted to NEOs in 2024 | — |
Long-Term Incentives (Equity) – ACM Research (Shanghai), Inc. (Subsidiary)
| Grant/Instrument | Grant Date | Options (#) | Exercise Price ($) | Vesting Terms | Status as of 12/31/24 |
|---|---|---|---|---|---|
| Stock option (ACM Shanghai common stock) | 8/02/2023 | 720,000 | 7.06 | 25% on each of the first four anniversaries (Aug 2, 2024/2025/2026/2027); accelerates upon change in control of ACM Shanghai | 180,000 exercisable; 540,000 unexercisable . |
No option exercises by Mr. Chen were reported in 2024 in the Option Exercises table (only David Wang, Mark McKechnie, and Lisa Feng had reported exercises) .
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Total beneficial ownership (ACM Research Class A) | 234,165 shares via options exercisable by June 14, 2025 (within 60 days of record date) . |
| Ownership as % of Class A outstanding | Less than 1% . |
| Class B ownership | None . |
| Vested/exercisable ACMR options | 234,165 exercisable by June 14, 2025 (beneficial ownership basis) ; components at 12/31/24 include 141,165 @ $1.77; 30,000 @ $5.33; 30,000 performance-based @ $28.42; 3,000 @ $25.45 . |
| Unvested/unearned ACMR equity | 30,000 performance-based options unearned/unvested (qualification milestone) . |
| ACM Shanghai options | 180,000 exercisable; 540,000 unexercisable as of 12/31/24; 25% vesting annually each Aug 2 from 2024–2027; change-in-control acceleration at ACM Shanghai . |
| Hedging/pledging | Hedging and pledging of company securities prohibited; exceptions for pledging require CFO approval (or CEO approval if CFO is the pledgor) . |
| Ownership guidelines | Not disclosed for executives in the proxy . |
Employment Terms
- Role and start date: Vice President, Sales—China at ACM Research (Shanghai), Inc. since January 2018 .
- Employment agreements: PRC-based NEOs (including Mr. Chen) have employment agreements with term/statutory requirements but no compensatory terms; no U.S. executive-style employment agreement disclosed for Mr. Chen .
- Severance/change-in-control: PRC statutory severance may apply; ACM Research option awards generally accelerate upon change in control (single-trigger), with the exception of a separate performance award for the CEO; for Mr. Chen, the company’s table shows no ACM Research vesting value upon change in control as of 12/31/24; ACM Shanghai option grants accelerate upon a defined change in control of ACM Shanghai .
- Clawback: Dodd-Frank–compliant clawback adopted in 2023 for incentive compensation tied to financial reporting measures (including stock price/TSR) over the three years preceding a restatement, regardless of fault; SOX clawback also applies to CEO/CFO; awards subject to clawback under the omnibus plan .
- Perquisites/pensions/tax gross-ups: No significant perquisites; no pension/SERP beyond PRC statutory programs; no tax gross-ups .
- Hedging/pledging policy: Company prohibits hedging or pledging of company securities, with narrow pledge exceptions subject to approval .
Compensation Structure Diagnostics
- Cash vs. equity mix: For 2024, compensation comprised salary ($164,468) and discretionary cash bonus ($182,520), with no new equity grants to NEOs; Mr. Chen’s most recent sizable equity awards were granted in 2023 (both parent and ACM Shanghai option programs) .
- Program design: Annual bonus is discretionary (no formal targets/weights), keyed to revenue growth, operating margins, product/customer progress; long-term incentives emphasize stock options (optionality tied to stock price appreciation) .
- Say-on-pay: 2024 say-on-pay approval ~85%; shareholders favored a three-year frequency (~83%) .
Risk Indicators & Red Flags
- Related-party transactions: None exceeding $120,000 since Jan 1, 2024 (other than compensation arrangements) .
- Hedging/pledging: Prohibited (reduces misalignment risk) .
- Clawbacks: In place and compliant (reduces restatement-related risk) .
- Section 16(a) filings: Proxy notes some delinquent filings for certain directors; no such mention specific to Mr. Chen in 2024 .
Investment Implications
- Alignment and retention: Mr. Chen’s ACM Research equity that is unvested/unearned is limited (30,000 performance-based options), which may reduce parent-level retention leverage; however, substantial unvested ACM Shanghai options (540,000) vest annually through Aug 2027 and accelerate on ACM Shanghai change in control, providing a meaningful subsidiary-level retention and performance hook .
- Near-term insider selling pressure: Limited parent-level supply indicated—no 2024 option exercises reported for Mr. Chen and minimal scheduled ACM Research vesting ahead (performance milestone–based tranche only); hedging/pledging prohibitions further reduce mechanical selling pressure .
- Pay-for-performance visibility: Discretionary annual bonus (rather than formulaic targets) provides flexibility but lowers transparency of pay-performance linkage; long-term incentives are option-heavy, directly linking value to stock performance over time .
- Change-in-control economics: No special cash severance or parachute multiples disclosed for Mr. Chen; ACM Research options generally accelerate upon change in control, though no parent-level acceleration value shown for him as of year-end 2024—shareholder-friendly from a dilution/cost perspective .
Sources
- ACM Research, Inc. DEF 14A (April 29, 2025): Executive officers, compensation program design, NEO compensation tables, outstanding awards, beneficial ownership, hedging/pledging policy, clawback policy, say-on-pay results, CIC provisions .