SunOpta (STKL) CFO equity awards cashed out at $6.50 in acquisition
Filing Impact
Filing Sentiment
Form Type
4
Rhea-AI Filing Summary
SunOpta Inc. completed an Arrangement under which Pegasus BidCo B.V.’s affiliate acquired all outstanding common shares for $6.50 per share in cash. CFO Greg Gaba disposed of his equity as part of this transaction.
He transferred 127,908 common shares to the purchaser and surrendered multiple stock option grants, including 61,059 options at an exercise price of $3.92 and other grants at exercise prices between $4.73 and $6.35. In-the-money options were exchanged for cash based on the $6.50 consideration, while underwater options were cancelled with no payment.
Gaba also surrendered 138,580 performance stock units and 64,386 restricted stock units, each converted into cash at the same $6.50 per underlying share, subject to withholding. Following these transactions, his reported holdings of SunOpta common stock and related equity awards are shown as zero.
Positive
- None.
Negative
- None.
Insider Trade Summary
7 transactions reported
Mixed
7 txns
Insider
Gaba Greg
Role
CFO
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Disposition | Restricted Stock Unit (RSU) | 64,386 | $0.00 | -- |
| Disposition | Performance Stock Units | 138,580 | $0.00 | -- |
| Disposition | Stock Option (right to buy Common Stock) | 2,891 | $0.00 | -- |
| Disposition | Stock Option (right to buy Common Stock) | 7,204 | $0.00 | -- |
| Disposition | Stock Option (right to buy Common Stock) | 26,094 | $0.00 | -- |
| Disposition | Stock Option (right to buy Common Stock) | 61,059 | $0.00 | -- |
| Disposition | Common Stock | 127,908 | $0.00 | -- |
Holdings After Transaction:
Restricted Stock Unit (RSU) — 0 shares (Direct, null);
Performance Stock Units — 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. Each Performance Based Restricted Stock Unit represents a contingent right to receive one share of STKL common stock. Represents the number of performance share units ("PSUs") held by the reporting person that was determined pursuant to the Arrangement Agreement to be entitled to Consideration in the Arrangement. At the Effective Time, each of these PSUs was surrendered in exchange for, subject to any withholding, a cash payment equal to the Consideration in respect of each Common Share underlying such PSU. Each PSU that was not entitled to Consideration in the Arrangement was cancelled without any consideration. 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
Cash consideration per share: $6.50 per share
Common shares disposed: 127,908 shares
Options at $3.92 exercise price: 61,059 options
+5 more
8 metrics
Cash consideration per share
$6.50 per share
Consideration for each SunOpta common share in the Arrangement
Common shares disposed
127,908 shares
SunOpta common stock transferred by CFO at Effective Time
Options at $3.92 exercise price
61,059 options
Stock options surrendered for cash based on $6.50 consideration
Performance stock units
138,580 PSUs
PSUs surrendered for cash at $6.50 per underlying share
Restricted stock units
64,386 RSUs
RSUs surrendered for cash at $6.50 per underlying share
Options at $6.35 exercise price
26,094 options
Higher-strike options treated under cash-out/cancellation mechanics
Options at $5.91 exercise price
7,204 options
Stock options exchanged per Arrangement cash formula
Options at $4.73 exercise price
2,891 options
Stock options exchanged per Arrangement cash formula
Key Terms
Arrangement Agreement, statutory plan of arrangement, Restricted Stock Unit (RSU, Performance Based Restricted Stock Unit, +2 more
6 terms
Arrangement Agreement regulatory
"Pursuant to the Arrangement Agreement (the "Arrangement Agreement"), dated as of February 6, 2026, by and among SunOpta Inc."
An arrangement agreement is a legally binding plan that sets out the detailed terms and steps for a major corporate action—such as a merger, takeover, restructuring, or sale—and the approvals needed from shareholders, creditors and sometimes a court. It matters to investors because it determines who will own the company, how much they will receive, the timing and conditions for the deal to close, and the likelihood the transaction will actually happen; think of it as the project blueprint and checklist for a big corporate change.
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 (RSU financial
"Each Restricted Stock Unit represents a contingent right to receive one share of STKL common stock."
Performance Based Restricted Stock Unit financial
"Each Performance Based Restricted Stock Unit represents a contingent right to receive one share of STKL common stock."
Consideration financial
"for consideration of $6.50 per share in cash, less applicable withholdings (the "Consideration")."
FAQ
What insider transaction did SunOpta (STKL) report for CFO Greg Gaba?
SunOpta reported CFO Greg Gaba disposing of all his equity in the company. He transferred 127,908 common shares and surrendered options, RSUs, and PSUs for cash as part of SunOpta’s cash acquisition at $6.50 per share.
How were CFO Greg Gaba’s stock options in SunOpta (STKL) treated?
Gaba’s stock options were surrendered for cash equal to $6.50 minus the option’s exercise price, multiplied by the number of shares. Any option with an exercise price at or above $6.50 was cancelled without any cash consideration, in line with the Arrangement terms.
What happened to SunOpta (STKL) RSUs and PSUs held by the CFO?
Each RSU and eligible performance stock unit held by the CFO was exchanged for a cash payment. The amount equaled the $6.50 per-share consideration for each underlying common share, subject to withholding, while PSUs not entitled to consideration were cancelled without payment.
Does the Form 4 show any remaining SunOpta (STKL) holdings for the CFO?
The Form 4 shows zero shares and zero derivative securities remaining after the transactions. All reported common shares, stock options, restricted stock units, and performance stock units were either cashed out for the $6.50 consideration or cancelled under the acquisition terms.