SunOpta (STKL) SVP exercises PSUs and ends with 121,880 shares

Rhea-AI Filing Summary

SunOpta Inc. senior vice president of business management Lauren McNamara exercised 13,905 Performance Stock Units into an equal number of common shares on 2026-03-24. Each unit represented a right to receive one common share.

To cover income tax withholding on the vesting, 6,453 common shares were withheld by the company at a price of $4.12 per share, a non-market, tax-related disposition. After these transactions, McNamara directly owned 121,880 common shares, which the disclosure notes includes 1,318 shares previously acquired through the employee stock purchase plan.

Insights

Equity compensation analyst

Routine PSU vesting with tax withholding; no open‑market trading signal.

Lauren McNamara, an officer of SunOpta Inc., exercised 13,905 Performance Stock Units into common shares. The exercise price was reported as $0.00, consistent with stock-based compensation where employees receive shares upon vesting rather than paying cash.

The company then withheld 6,453 shares at $4.12 per share to satisfy income tax obligations, a standard mechanism classified with code F. This disposition is not an open-market sale and does not reflect an active decision to sell shares.

Following these actions, McNamara held 121,880 common shares directly, and no derivative awards remained in the filing’s derivative summary, indicating the reported PSUs were fully settled. The filing also clarifies that this total includes 1,318 shares previously purchased via the employee stock purchase plan and not earlier reported.

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
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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^*

McNamara Lauren

(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, Business Management

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/24/2026

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	03/24/2026		M		13,905	A	(1)	128,333(3)	D
Common Shares	03/24/2026		F		6,453	D	$4.12(2)	121,880	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
Performance Stock Units	(1)	03/24/2026		M			13,905	03/24/2026	03/24/2026	Common Shares	13,905	$0	0	D

Explanation of Responses:

1. Each Performance 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 PSUs.

3. This figure includes 1318 shares of common stock purchased through the Company's Employee Stock Purchase Plan that was not previously reported.

	/s/ Brett Koch attorney-in-fact	03/26/2026
	** 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)

FAQ

What insider transactions did SunOpta (STKL) report for Lauren McNamara?

SunOpta reported that SVP Lauren McNamara exercised 13,905 Performance Stock Units into common shares and had 6,453 shares withheld for taxes. These actions reflect routine equity compensation vesting and tax withholding, with no open-market purchases or sales disclosed in this filing.

How many SunOpta (STKL) shares does Lauren McNamara own after this Form 4?

After the reported transactions, Lauren McNamara directly owns 121,880 SunOpta common shares. This figure comes after exercising 13,905 Performance Stock Units and having 6,453 shares withheld for taxes, and it includes 1,318 shares previously bought through the employee stock purchase plan.

What are the Performance Stock Units exercised by SunOpta (STKL) SVP Lauren McNamara?

The Performance Stock Units were equity awards where each unit entitled Lauren McNamara to receive one SunOpta common share. On March 24, 2026, 13,905 PSUs vested and were converted into an equal number of common shares at a reported exercise price of $0.00 per share.

Did Lauren McNamara sell any SunOpta (STKL) shares on the open market?

The Form 4 does not show any open-market sales by Lauren McNamara. Instead, it reports a tax-withholding transaction where 6,453 shares were withheld by the company at $4.12 per share to satisfy tax obligations related to the PSU vesting.

Why were 6,453 SunOpta (STKL) shares withheld from Lauren McNamara?

SunOpta withheld 6,453 shares from Lauren McNamara to cover income tax withholding requirements tied to the PSU vesting. This transaction, coded F, represents payment of tax liability by delivering shares to the company rather than a discretionary open-market share sale.

What additional detail did SunOpta (STKL) disclose about Lauren McNamara’s share count?

The company disclosed that McNamara’s reported 121,880-share holding includes 1,318 shares bought through its Employee Stock Purchase Plan. Those ESPP purchases had not been previously reported but are now included within her total direct ownership figure in this Form 4.