SunOpta (STKL) CFO exercises 21,553 PSUs; 9,836 shares withheld for taxes

Rhea-AI Filing Summary

SunOpta Inc. CFO Greg Gaba exercised 21,553 Performance Stock Units, receiving the same number of Common Shares. These PSUs each represented a contingent right to one common share. To cover income tax withholding on the vesting, 9,836 Common Shares were withheld by the company at a value of $6.47 per share. After these transactions, Gaba directly holds 122,687 Common Shares, reflecting a routine compensation-related vesting and associated tax withholding rather than an open-market purchase or sale.

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^*

Gaba Greg

(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)
	CFO

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		21,553	A	(1)	132,523	D
Common Shares	03/24/2026		F		9,836	D	$6.47(2)	122,687	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			21,553	03/24/2026	03/24/2026	Common Shares	21,553	$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.

	/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 did SunOpta (STKL) CFO Greg Gaba report in this Form 4?

CFO Greg Gaba reported exercising 21,553 Performance Stock Units, which converted into the same number of SunOpta Common Shares. A portion of these shares was then withheld by the company to satisfy income tax withholding obligations tied to the vesting.

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

The company withheld 9,836 Common Shares at $6.47 per share to satisfy income tax withholding requirements. This tax-withholding disposition is coded as an F transaction and is not an open-market sale by the CFO.

How many SunOpta (STKL) shares does CFO Greg Gaba own after these transactions?

Following the PSU vesting and tax withholding, CFO Greg Gaba directly holds 122,687 Common Shares of SunOpta. This balance reflects his position after exercising 21,553 PSUs and the company’s withholding of 9,836 shares for taxes.

What are the Performance Stock Units mentioned in the SunOpta (STKL) Form 4?

Each Performance Stock Unit (PSU) represents a contingent right to receive one share of SunOpta common stock. In this filing, 21,553 PSUs vested and were exercised, resulting in the issuance of 21,553 Common Shares to CFO Greg Gaba.

Did the SunOpta (STKL) CFO buy or sell shares on the open market?

The transactions are not open-market trades. Gaba exercised 21,553 PSUs and the company withheld 9,836 shares at $6.47 solely to cover tax obligations, a routine compensation and withholding event.