SunOpta (STKL) director exits stake as $6.50-per-share cash deal closes
Filing Impact
Filing Sentiment
Form Type
4
Rhea-AI Filing Summary
SunOpta Inc. director Rebecca Fisher reported disposing of her entire SunOpta equity position in connection with the company’s acquisition. Under a court-approved statutory plan of arrangement, all issued and outstanding common shares were transferred to Pegasus BidCo B.V.’s affiliate for $6.50 per share in cash.
Fisher’s filing shows the disposition of 145,138 common shares, along with stock options and restricted stock units that were cashed out. Each RSU was exchanged for a cash payment equal to $6.50 per underlying share, and each stock option was paid out based on the excess of the $6.50 consideration over its $3.25 exercise price. Following these transactions, the filing reports that Fisher no longer holds SunOpta common shares or related equity awards.
Positive
- None.
Negative
- None.
Insights
Director’s entire SunOpta stake was cashed out at $6.50 in the buyout.
The transactions reflect a change-of-control event rather than discretionary trading. All SunOpta common shares were acquired for $6.50 per share under a statutory plan of arrangement. Fisher’s 145,138 shares were transferred on these terms, turning her equity position into cash.
Equity awards were treated consistently with typical M&A mechanics. Each RSU converted into cash at $6.50 per underlying share, while stock options were paid their intrinsic value above the $3.25 exercise price, or cancelled if out-of-the-money. The filing shows no remaining SunOpta equity or derivative holdings, underscoring that this is a completion of the acquisition’s equity clean-up rather than a signal about future company prospects.
Insider Trade Summary
3 transactions reported
Mixed
3 txns
Insider
Fisher Rebecca
Role
null
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Disposition | Restricted Stock Unit (RSU) | 20,193 | $0.00 | -- |
| Disposition | Stock Option (right to buy Common Stock) | 5,830 | $0.00 | -- |
| Disposition | Common Stock | 145,138 | $0.00 | -- |
Holdings After Transaction:
Restricted Stock Unit (RSU) — 0 shares (Direct, null);
Stock Option (right to buy Common Stock) — 0 shares (Direct, null);
Common Stock — 0 shares (Direct, null)
Footnotes (1)
- Pursuant to the Arrangement Agreement (the "Arrangement Agreement"), dated as of February 6, 2026, by and among SunOpta Inc. ("SunOpta"), Pegasus BidCo B.V. ("Parent") and 2786694 Alberta Ltd. ("Purchaser"), Purchaser acquired all of SunOpta's issued and outstanding common shares in the capital of SunOpta (the "Common Shares") by way of a court-approved statutory plan of arrangement under Section 192 of the Canada Business Corporations Act (the "Arrangement"). At the effective time of the Arrangement (the "Effective Time"), each of SunOpta's issued and outstanding Common Shares were transferred to Purchaser for consideration of $6.50 per share in cash, less applicable withholdings (the "Consideration"). Each Restricted Stock Unit represents a contingent right to receive one share of STKL common stock. At the Effective Time, each restricted stock unit ("RSU") held by the reporting person was surrendered in exchange for, subject to any withholding, a cash payment equal to the Consideration in respect of each Common Share underlying such RSU. At the Effective Time, each stock option held by the reporting person was surrendered in exchange for, subject to any withholding, a cash payment equal to the amount (if any) by which the Consideration in respect of a Common Share underlying such stock option exceeds the exercise price of such stock option, multiplied by the number of Common Shares subject to such stock option. Each stock option with a per share exercise price greater than or equal to the Consideration was cancelled without any consideration.
Key Figures
Common shares disposed: 145,138 shares
Cash consideration per share: $6.50 per share
Stock options disposed: 5,830 options
+3 more
6 metrics
Common shares disposed
145,138 shares
Transferred for $6.50 cash per share in arrangement
Cash consideration per share
$6.50 per share
Paid for each issued and outstanding SunOpta common share
Stock options disposed
5,830 options
Options with $3.25 exercise price surrendered for intrinsic value
Option exercise price
$3.25 per share
Exercise price of disposed stock options
RSUs surrendered
20,193 RSUs
Each unit paid out at $6.50 per underlying share
Shares after transaction
0 shares
Total SunOpta common shares held by Fisher post-transaction
Key Terms
statutory plan of arrangement, Restricted Stock Unit, Consideration, Canada Business Corporations Act, +1 more
5 terms
statutory plan of arrangement regulatory
"by way of a court-approved statutory plan of arrangement under Section 192 of the Canada Business Corporations Act"
A statutory plan of arrangement is a formal, court‑approved legal process companies use to reorganize, merge, buy or change the rights of shareholders and creditors. Think of it like a referee‑backed roadmap that stakeholders vote on and a judge signs off so the deal can bind everyone, even those who disagree; investors care because it can change ownership, share value, voting rights and timelines for receiving cash or new securities.
Restricted Stock Unit financial
"Each Restricted Stock Unit represents a contingent right to receive one share of STKL common stock."
A restricted stock unit is a promise from a company to give an employee shares of stock after certain conditions are met, like staying with the company for a set amount of time. It’s like earning a bonus that turns into company stock once you’ve proven your commitment, making it a way to motivate and reward employees.
Consideration financial
"for consideration of $6.50 per share in cash, less applicable withholdings (the "Consideration")."
Canada Business Corporations Act regulatory
"under Section 192 of the Canada Business Corporations Act (the "Arrangement")."
A federal Canadian law that sets the rules for forming, running and dissolving corporations incorporated under federal jurisdiction. It covers basic things like how boards and shareholders make decisions, what records must be kept, and rules for mergers and share transfers. Investors care because it defines their legal rights, how companies are governed and how corporate actions (like takeovers or dividend changes) are approved—think of it as the rulebook that shapes how their ownership is protected and how value is created or changed.
stock option financial
"each stock option held by the reporting person was surrendered in exchange for, subject to any withholding, a cash payment"
A stock option is a contract that gives you the right to buy or sell a company's stock at a specific price within a certain time frame. People use them to potentially make money if the stock's price moves favorably or to protect against losses. It's like holding a coupon that can be used to buy or sell stock at a set price later on.
FAQ
What did SunOpta (STKL) director Rebecca Fisher report in this Form 4?
Rebecca Fisher reported disposing of her entire SunOpta equity stake. She transferred 145,138 common shares and surrendered her stock options and RSUs for cash as part of SunOpta’s acquisition at $6.50 per share under a statutory plan of arrangement.
How were Rebecca Fisher’s SunOpta (STKL) RSUs treated in the acquisition?
Each restricted stock unit represented one SunOpta common share and was surrendered at closing. For each RSU, Fisher received a cash payment equal to the $6.50 per-share consideration, subject to applicable tax withholding, effectively cashing out all of her RSU-based equity exposure.
What happened to Rebecca Fisher’s SunOpta (STKL) stock options in this deal?
Each stock option was exchanged for cash equal to the amount by which the $6.50 consideration exceeded its $3.25 exercise price, multiplied by the optioned shares. Any options with an exercise price at or above $6.50 were cancelled without payment, consistent with standard change-of-control treatment.
Does Rebecca Fisher hold any SunOpta (STKL) equity after these transactions?
According to the Form 4, Fisher’s total shares following the transactions are zero. Her 145,138 common shares, 5,830 stock options and 20,193 RSUs were all settled or cancelled in cash as part of the acquisition, leaving no reported remaining SunOpta equity holdings.