[Form 4] SunOpta Inc. Insider Trading Activity

SunOpta Inc. CIO Robert Duchscher reported a routine equity compensation event involving Restricted Stock Units (RSUs) and common shares.

Rhea-AI Filing Summary

SunOpta Inc. CIO Robert Duchscher reported a routine equity compensation event involving Restricted Stock Units (RSUs) and common shares. On April 11, 2026, he exercised 5,538 RSUs, receiving an equivalent 5,538 common shares at a $0.00 exercise price. To satisfy income tax withholding requirements tied to this RSU vesting, the company withheld 2,725 common shares at $6.48 per share as a deemed disposition, rather than an open‑market sale. Following these transactions, Duchscher directly holds 24,060 common shares and 11,075 RSUs, each RSU representing a contingent right to one common share. The RSUs vest in three equal annual installments beginning on April 11, 2026, subject to his continued employment, and they do not have an expiration date.

Insider Trade Summary

5,538 shares exercised/converted

Exercise 3 txns

Insider Duchscher Robert

Role CIO

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Units	5,538	$0.00	$0.00
Exercise	Common Shares	5,538	$0.00	$0.00
Exercise Price or Tax Liability	Common Shares	2,725	$6.48	$18K

Holdings After Transaction: Restricted Stock Units — 11,075 contracts (Direct); Common Shares — 24,060 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: 5,538 units Shares withheld for taxes: 2,725 shares Tax withholding price: $6.48 per share +2 more

5 metrics

RSUs exercised 5,538 units RSUs converted to common shares on April 11, 2026

Shares withheld for taxes 2,725 shares Withheld at $6.48 per share for tax obligations

Tax withholding price $6.48 per share Value used for 2,725 withheld common shares

Common shares after transactions 24,060 shares Direct common share holdings following Form 4 transactions

RSUs held after transactions 11,075 units Restricted Stock Units remaining after the reported exercise

Key Terms

Restricted Stock Units, contingent right, vesting, income tax withholding, +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.

contingent right financial

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

vesting financial

"The Restricted Stock Units vest in three equal annual installments beginning on April 11, 2026, subject to the continued employment of the reporting person."

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 financial

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

deemed disposition financial

"This line item reflects the deemed disposition of shares withheld by the Company to satisfy income tax withholding requirements."

FAQ

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

What insider transaction did STKL CIO Robert Duchscher report?

Robert Duchscher reported exercising 5,538 Restricted Stock Units into an equal number of SunOpta common shares. The event reflects equity compensation vesting rather than an open-market trade and is paired with share withholding to cover related income tax obligations.

How many SunOpta (STKL) shares does Robert Duchscher hold after this Form 4?

After these transactions, Robert Duchscher directly holds 24,060 SunOpta common shares and 11,075 Restricted Stock Units. Each RSU represents a contingent right to receive one common share, subject to vesting conditions and his continued employment with the company.

Were any SunOpta (STKL) shares sold on the market in this filing?

The filing shows 2,725 common shares treated as a deemed disposition at $6.48 per share to satisfy tax withholding. According to the footnote, these shares were withheld by the company for taxes, not sold through an open-market transaction.

How do Robert Duchscher’s SunOpta RSUs vest over time?

The Restricted Stock Units vest in three equal annual installments beginning on April 11, 2026. Vesting is conditioned on Robert Duchscher’s continued employment through each vesting date, aligning his equity compensation with ongoing service to SunOpta Inc.

What does each SunOpta (STKL) Restricted Stock Unit represent for the CIO?

Each Restricted Stock Unit represents a contingent right to receive one share of SunOpta common stock. This right becomes actual common shares only as the RSUs vest over time, subject to the stated employment-based vesting conditions and the company’s equity plan terms.

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

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Accepted by SEC EDGAR 04/14/2026 - 09:21 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^*

Duchscher Robert

(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)
	CIO

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		5,538	A	(1)	26,785	D
Common Shares	04/11/2026		F		2,725(2)	D	$6.48	24,060	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			5,538	(3)	(4)	Common Shares	5,538	$0.00	11,075	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)