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SunOpta (STKL) SVP gains shares from RSUs, some withheld for taxes

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

SunOpta Inc. senior vice president Bryan P. Clark exercised restricted stock units into common shares in a routine compensation-related transaction. He converted 6,283 Restricted Stock Units into 6,283 Common Shares, each RSU representing a contingent right to receive one SunOpta common share.

The company withheld 2,866 Common Shares at a price of $6.48 per share to cover income tax obligations tied to the RSU vesting, which is treated as a deemed disposition rather than an open‑market sale. After these transactions, Clark holds 62,011 Common Shares directly and 12,567 Restricted Stock Units, which vest in three equal annual installments beginning on April 11, 2026, subject to his continued employment.

Positive

  • None.

Negative

  • None.
Insider Clark Bryan P
Role SVP, FSQ and R&D
Type Security Shares Price Value
Exercise Restricted Stock Units 6,283 $0.00 --
Exercise Common Shares 6,283 $0.00 --
Tax Withholding Common Shares 2,866 $6.48 $19K
Holdings After Transaction: Restricted Stock Units — 12,567 shares (Direct); Common Shares — 64,877 shares (Direct)
Footnotes (1)
  1. Each Restricted Stock Unit represents a contingent right to receive one share of STKL common stock. This line item reflects the deemed disposition of shares withheld by the Company to satisfy income tax withholding requirements in connection with the vesting of the RSUs. The Restricted Stock Units vest in three equal annual installments beginning on April 11, 2026, subject to the continued employment of the reporting person through each such vesting date. The Restricted Stock Units do not have an expiration date.
RSUs exercised 6,283 units Restricted Stock Units converted into Common Shares on April 11, 2026
Shares withheld for taxes 2,866 shares at $6.48 Common Shares withheld to satisfy income tax obligations
Common Shares after transaction 62,011 shares Direct SunOpta Common Share holdings following Form 4 transactions
RSUs after transaction 12,567 units Restricted Stock Units outstanding after the derivative exercise
Restricted Stock Units financial
"Each Restricted Stock Unit represents a contingent right to receive one share"
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
contingent right financial
"represents a contingent right to receive one share of STKL common stock"
income tax withholding requirements financial
"shares withheld by the Company to satisfy income tax withholding requirements"
vesting financial
"in connection with the vesting of the RSUs"
Vesting is the process by which you earn full ownership of something, like company stock or a retirement benefit, over time. It’s like earning the right to keep a gift piece by piece the longer you stay with a company, making sure employees stay committed before they receive all the benefits.
expiration date financial
"The Restricted Stock Units do not have an expiration date"
The expiration date is the deadline after which a financial contract, such as an option or a futures agreement, is no longer valid or can be exercised. It matters to investors because it determines the timeframe during which they can take action or benefit from the contract, similar to how a coupon or a food item has a limited period of usefulness. Once the expiration date passes, the contract loses its value or ability to be used.
Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4UNITED 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
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Clark Bryan P
(Last)(First)(Middle)
7078 SHADY OAK ROAD
(Street)
EDEN PRAIRIE MINNESOTA 55344
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
SunOpta Inc. [ STKL ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
SVP, FSQ and R&D
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
04/11/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Common Shares04/11/2026M6,283A(1)64,877D
Common Shares04/11/2026F2,866(2)D$6.4862,011D
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: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Stock Units(1)04/11/2026M6,283 (3) (4)Common Shares6,283$0.0012,567D
Explanation of Responses:
1. Each Restricted Stock Unit represents a contingent right to receive one share of STKL common stock.
2. This line item reflects the deemed disposition of shares withheld by the Company to satisfy income tax withholding requirements in connection with the vesting of the RSUs.
3. The Restricted Stock Units vest in three equal annual installments beginning on April 11, 2026, subject to the continued employment of the reporting person through each such vesting date.
4. The Restricted Stock Units do not have an expiration date.
/s/ Brett Koch, attorney-in-fact04/14/2026
** 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transactions did SunOpta (STKL) report for Bryan P. Clark?

SunOpta reported that SVP Bryan P. Clark exercised 6,283 Restricted Stock Units into Common Shares. As part of the same event, 2,866 shares were withheld by the company to cover income tax obligations triggered by the RSU vesting, a non–open-market disposition.

How many SunOpta (STKL) shares does Bryan P. Clark hold after this Form 4?

After the reported transactions, Bryan P. Clark directly holds 62,011 Common Shares of SunOpta. He also holds 12,567 Restricted Stock Units, which represent additional potential shares subject to future vesting conditions tied to his continued employment with the company.

Was there an open-market sale of SunOpta (STKL) shares in this Form 4?

No open-market sale occurred. The only disposition was 2,866 Common Shares withheld by SunOpta at $6.48 per share for income tax obligations related to RSU vesting, which is classified as a tax-withholding transaction rather than a discretionary market sale.

What are the vesting terms of Bryan P. Clark’s SunOpta (STKL) Restricted Stock Units?

Clark’s Restricted Stock Units vest in three equal annual installments beginning on April 11, 2026. Vesting is contingent on his continued employment with SunOpta through each vesting date, and each vested unit entitles him to receive one SunOpta common share.

How does this SunOpta (STKL) Form 4 classify the RSU transaction codes?

The RSU events use transaction code M for the exercise or conversion of a derivative security into 6,283 Common Shares. The tax withholding uses code F, reflecting shares delivered back to the company to satisfy income tax liabilities from the RSU vesting.