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SunOpta (STKL) General Counsel exercises RSUs, 2,404 shares withheld for tax

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

Rhea-AI Filing Summary

SunOpta Inc. General Counsel Christopher McCullough exercised 5,271 Restricted Stock Units, receiving an equal number of common shares at an exercise price of $0.00 per share. Each Restricted Stock Unit represents a contingent right to receive one SunOpta common share.

To cover income tax withholding on the RSU vesting, the company withheld 2,404 common shares at a price of $6.48 per share, a tax-withholding disposition rather than an open-market sale. After these transactions, McCullough directly holds 20,101 common shares and 10,541 Restricted Stock Units. The RSUs vest in three equal annual installments beginning on April 11, 2026 and do not have an expiration date.

Positive

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Negative

  • None.
Insider McCullough Christopher
Role General Counsel
Type Security Shares Price Value
Exercise Restricted Stock Units 5,271 $0.00 --
Exercise Common Shares 5,271 $0.00 --
Tax Withholding Common Shares 2,404 $6.48 $16K
Holdings After Transaction: Restricted Stock Units — 10,541 shares (Direct); Common Shares — 22,505 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 5,271 units Converted into 5,271 common shares on April 11, 2026
Shares withheld for taxes 2,404 shares at $6.48 Tax-withholding disposition on RSU vesting
Common shares owned after 20,101 shares Direct ownership following reported transactions
RSUs remaining 10,541 units Restricted Stock Units outstanding after exercise
Vesting start date April 11, 2026 Three equal annual RSU vesting installments begin
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.
annual installments financial
"vest in three equal annual installments beginning on April 11, 2026"
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*
McCullough Christopher
(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)
General Counsel
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 Shares04/11/2026M5,271A(1)22,505D
Common Shares04/11/2026F2,404(2)D$6.4820,101D
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)04/11/2026M5,271 (3) (4)Common Shares5,271$0.0010,541D
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 transaction did SunOpta (STKL) report for Christopher McCullough?

SunOpta reported that General Counsel Christopher McCullough exercised 5,271 Restricted Stock Units into the same number of common shares. The transaction reflects equity compensation vesting rather than an open-market purchase or sale, forming part of his ongoing stock-based compensation package.

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

In connection with the RSU vesting, 2,404 SunOpta common shares were withheld by the company at $6.48 per share. This tax-withholding disposition satisfied income tax obligations and did not represent an open-market sale of shares by McCullough.

How many SunOpta (STKL) shares does Christopher McCullough own after the filing?

Following the reported transactions, Christopher McCullough directly owns 20,101 SunOpta common shares. This figure reflects the RSU conversion to common shares and the shares withheld by the company to cover income tax withholding obligations tied to the vesting.

What happens to the remaining Restricted Stock Units reported for SunOpta (STKL)?

After the exercise, McCullough holds 10,541 Restricted Stock Units. These RSUs vest in three equal annual installments beginning on April 11, 2026, subject to his continued employment with SunOpta through each applicable vesting date as specified in the filing footnotes.

Do the SunOpta (STKL) Restricted Stock Units have an expiration date?

The filing states that the Restricted Stock Units do not have an expiration date. Instead, they vest over time in three equal annual installments starting April 11, 2026, contingent on McCullough’s continued employment through each vesting date with SunOpta.