SunOpta SVP exercises 9,951 RSUs; 4,442 shares withheld

SunOpta Inc. SVP of Sales Jennifer Ann Caro reported routine equity compensation activity.

Rhea-AI Filing Summary

SunOpta Inc. SVP of Sales Jennifer Ann Caro reported routine equity compensation activity. She exercised 9,951 Restricted Stock Units into 9,951 Common Shares on April 11, 2026. Of these, 4,442 shares were withheld by the company at $6.48 per share to cover income tax obligations, leaving her with 11,084 Common Shares held directly.

Each Restricted Stock Unit represents a right to receive one SunOpta common share and does not have an expiration date. The RSUs vest in three equal annual installments beginning on April 11, 2026, contingent on her continued employment through each vesting date.

Insights

Equity compensation analyst

Routine RSU vesting and tax withholding; no open-market trading.

SVP of Sales Jennifer Ann Caro exercised 9,951 Restricted Stock Units into an equal number of SunOpta Common Shares on April 11, 2026. This reflects equity compensation vesting rather than an open-market purchase.

To satisfy income tax obligations tied to this vesting, 4,442 Common Shares were withheld by the company at $6.48 per share. After these transactions, she holds 11,084 Common Shares directly, while 19,903 Restricted Stock Units remain outstanding and will vest in three equal annual installments beginning on April 11, 2026.

Insider Trade Summary

9,951 shares exercised/converted

Exercise 3 txns

Insider Caro Jennifer Ann

Role SVP, Sales

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Units	9,951	$0.00	$0.00
Exercise	Common Shares	9,951	$0.00	$0.00
Exercise Price or Tax Liability	Common Shares	4,442	$6.48	$29K

Holdings After Transaction: Restricted Stock Units — 19,903 contracts (Direct); Common Shares — 11,084 shares (Direct)

Footnotes (4)

1. F1. Each Restricted Stock Unit represents a contingent right to receive one share of STKL common stock.
2. F2. 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. F3. 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. F4. The Restricted Stock Units do not have an expiration date.

Key Figures

RSUs exercised: 9,951 Restricted Stock Units Shares withheld for taxes: 4,442 Common Shares Post-transaction common shares: 11,084 Common Shares +3 more

6 metrics

RSUs exercised 9,951 Restricted Stock Units Exercised into Common Shares on April 11, 2026

Shares withheld for taxes 4,442 Common Shares Withheld at $6.48 per share to satisfy tax withholding

Post-transaction common shares 11,084 Common Shares Directly owned by Jennifer Ann Caro after transactions

RSUs outstanding 19,903 Restricted Stock Units Total RSUs following the derivative transaction

RSU vesting schedule Three equal annual installments Beginning April 11, 2026, subject to continued employment

RSU expiration No expiration date RSUs do not expire under the disclosed terms

Key Terms

Restricted Stock Units, derivative security, tax-withholding disposition, vesting, +1 more

5 terms

Restricted Stock Units financial

"Each Restricted Stock Unit represents a contingent right to receive one share of STKL common stock."

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.

derivative security financial

"transaction_code_description: Exercise or conversion of derivative security"

A derivative security is a financial contract whose value comes from the price or performance of something else, such as a stock, bond, commodity, or market index. For investors it acts like an insurance policy or a wager: it can be used to protect against losses, lock in prices, or amplify gains and losses, so it can change a portfolio’s risk and potential return without owning the underlying asset directly.

tax-withholding disposition financial

"transaction_action: tax-withholding disposition"

A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.

vesting financial

"The Restricted Stock Units vest in three equal annual installments beginning on April 11, 2026"

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.

income tax withholding requirements financial

"shares withheld by the Company to satisfy income tax withholding requirements in connection with the vesting of the RSUs."

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did SunOpta (STKL) SVP Jennifer Ann Caro report?

Jennifer Ann Caro reported exercising 9,951 Restricted Stock Units into 9,951 Common Shares on April 11, 2026. The filing shows this as a derivative exercise/conversion of equity awards, not an open-market stock purchase or sale.

How many SunOpta (STKL) shares were withheld for taxes in this Form 4?

The company withheld 4,442 Common Shares at $6.48 per share to satisfy income tax withholding requirements. This withholding is reported with transaction code F and reflects payment of tax liability, not an open-market sale by the executive.

How many SunOpta (STKL) shares does Jennifer Ann Caro own after the reported transactions?

After the April 11, 2026 transactions, Jennifer Ann Caro directly owns 11,084 Common Shares. The Form 4 also shows 19,903 Restricted Stock Units outstanding, representing additional contingent rights to receive SunOpta common shares in the future.

What are the vesting terms of the SunOpta (STKL) Restricted Stock Units in this filing?

The Restricted Stock Units vest in three equal annual installments beginning on April 11, 2026. Vesting is conditioned on Jennifer Ann Caro’s continued employment with SunOpta through each vesting date, according to the footnote disclosures.

Do the Restricted Stock Units in this SunOpta (STKL) Form 4 expire?

The filing states that the Restricted Stock Units do not have an expiration date. Each RSU represents a contingent right to receive one SunOpta common share, subject to satisfying the time-based vesting and continued employment conditions.

Was there any open-market buying or selling of SunOpta (STKL) shares in this Form 4?

No open-market trades are reported. The Form 4 shows an exercise or conversion of 9,951 Restricted Stock Units and a tax-withholding disposition of 4,442 Common Shares, both related to equity compensation vesting rather than market purchases or sales.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 04/14/2026 - 09:43 PM EDT Learn about SEC filing dates

SEC Form 4

FORM 4

UNITED 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^*

Caro Jennifer Ann

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	SVP, Sales

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/11/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form 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)
			Code	V	Amount	(A) or (D)	Price
Common Shares	04/11/2026		M		9,951	A	(1)	15,526	D
Common Shares	04/11/2026		F		4,442(2)	D	$6.48	11,084	D

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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted Stock Units	(1)	04/11/2026		M			9,951	(3)	(4)	Common Shares	9,951	$0.00	19,903	D

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-fact	04/14/2026
	** Signature of Reporting Person	Date
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)