Haiping Dun
ACM ResearchAbout Haiping Dun
Independent Lead Director of ACM Research, Inc. (ACMR); age 75; on the board since 2003 (22 years of service). Former Senior Director at Intel (1983–2004) and former President of Champion Microelectronic Corp. (2008–2018). Education: Ph.D. in Materials Science & Engineering (Stanford), M.S. in Physics (University of Washington), B.S. in Physics (National Taiwan University). Core credentials include industry operating experience, global perspective, and board leadership as Lead Director and Compensation Committee Chair .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Intel Corporation | Senior Director | 1983–2004 | Senior operating leader at a global semiconductor company . |
| Champion Microelectronic Corp. (Taiwan) | President | 2008–2018 | Led an integrated circuit company; adds operating and Asia market depth . |
External Roles
| Organization | Role | Tenure | Committees/Notes |
|---|---|---|---|
| — | — | — | No current or past five-year public company directorships disclosed for Dun . |
Board Governance
- Roles: Lead Independent Director; Chair, Compensation Committee; Member, Audit Committee .
- Independence: Determined independent under Nasdaq and SEC Rules 10A-3 and 10C-1; all standing committees 100% independent .
- Attendance and engagement (2024): Board met five times; all directors attended all board meetings; Audit Committee met five times (≥75% attendance by all members); Compensation Committee met once (100% attendance). Executive sessions occur at least twice per year without management .
- Board leadership: Combined Chair/CEO (David Wang) with independent Lead Director (Dun) who liaises and helps set agendas .
- Shareholder sentiment: 2024 say‑on‑pay support ~85%; ~83% preferred triennial frequency—supportive of current program .
Fixed Compensation
| Item | 2024 Director Policy | 2024 Actual – Haiping Dun |
|---|---|---|
| Annual cash retainer (Lead Director) | $37,000 | Fees earned/paid in cash: $44,333 (includes committee fees) . |
| Audit Committee Chair | $9,000 | — (member, not chair) . |
| Audit Committee member | $6,000 | Included in cash total . |
| Compensation Committee Chair | $9,000 | Included in cash total . |
| Nominating/Gov. Chair | $9,000 | — . |
| Nominating/Gov. member | $6,000 | — . |
Notes:
- 2023 policy had lower retainers (Lead Director $30,000; Audit/Comp Chairs $6,000; members $4,500), so 2024 cash increased modestly YoY .
Performance Compensation
| Year | Award Type | Shares/Units | Grant Date | Exercise/Strike | Vesting | Grant-Date Fair Value |
|---|---|---|---|---|---|---|
| 2024 | Non-employee Director Annual Option (ACMR Class A) | 20,000 | Aug 12, 2024 | $18.89 | Vests in full immediately prior to 2025 Annual Meeting (service-based) | $268,400 (reported value) . |
| 2023 | Non-employee Director Annual Option (ACMR Class A) | 24,000 | Aug 10, 2023 | $13.89 | Vests in full immediately prior to 2024 Annual Meeting (service-based) | Included in $549,967 total option value for Dun (also includes subsidiary grant) . |
| 2023 | Subsidiary Option (ACM Hanguk) | 30,000 | Aug 10, 2023 | $13.89 | 25% at year 1; then equal monthly vesting over 36 months (4-year schedule) | Included within $549,967 total option value for Dun . |
Compensation mix signals:
- Strong equity tilt persists: 2024 equity grant reported value ($268,400) vs cash fees ($44,333). 2023 was elevated due to additional ACM Hanguk board option grant (one-time incremental equity) .
Other Directorships & Interlocks
- Interlocks: None—no ACMR executive served on boards/comp committees of an entity where Dun served as an executive; committee interlocks explicitly “none” in 2024 disclosures .
- Outside public boards: None disclosed for Dun over the past five years .
Expertise & Qualifications
- Advanced technical background (Ph.D., Stanford) plus large-cap semiconductor operating experience (Intel), and Asia operating leadership (Champion Microelectronic). Skills emphasized by ACMR for Dun: industry and leadership .
- Governance roles demonstrate trust and influence (Lead Director; Compensation Chair; Audit member) .
Equity Ownership
| Holder | Class A Shares | Class B Shares | Options Exercisable by 6/14/2025 | % Total Voting Power |
|---|---|---|---|---|
| Haiping Dun (beneficial) | 1,341,840 | 300,000 | 186,750 | 4.6% . |
Additional alignment/compliance notes:
- No director share pledging (company-wide policy and disclosure show “Shares Pledged by Directors: None”); hedging/pledging generally prohibited absent approved exception .
- One late Section 16(a) Form 4 in 2024 noted for Dun relating to Aug 12, 2024 option grant (administrative timeliness issue) .
Governance Assessment
-
Strengths
- Independent Lead Director with long tenure and deep semiconductor operating experience; chairs Compensation and sits on Audit—positions him to influence pay design, CEO performance assessment, and financial oversight .
- Strong engagement: perfect board attendance in 2024; no committee member below 75%; independent-only executive sessions at least twice annually .
- Alignment: meaningful beneficial ownership (incl. exercisable options) and equity-heavy director pay; no share pledging .
- Low conflict profile: board reports no related-party transactions >$120k; conflict-of-interest policy and audit committee oversight in place .
-
Watch items / RED FLAGS
- Administrative compliance: one late Form 4 for 2024 director option grant; isolated but noteworthy for governance hygiene .
- Concentration of roles: combined Chair/CEO model mitigated by an empowered Lead Independent Director (Dun). Effectiveness depends on Lead Director rigor; structure to be monitored rather than a red flag per se .
Overall implication: Dun’s independence, leadership roles, and equity alignment support board effectiveness and investor confidence. The single late Form 4 is a minor compliance blemish, but broader governance practices (independence, attendance, risk oversight, shareholder support for compensation) are supportive .