Greg Gaba - 29 Dec 2023 Form 4 Insider Report for SunOpta Inc. (STKL)

Signature
Jill Barnett, attorney-in-fact
Issuer symbol
STKL
Transactions as of
29 Dec 2023
Net transactions value
$0
Form type
4
Filing time
03 Jan 2024, 17:40:26 UTC
Previous filing
27 Oct 2023
Next filing
03 Apr 2024

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction STKL Performance Stock Units Award $0 +19,904 $0.000000 19,904 29 Dec 2023 Common Shares 19,904 Direct F1, F2, F3
transaction STKL Restricted Stock Units Award $0 +9,952 $0.000000 9,952 29 Dec 2023 Common Shares 9,952 Direct F4, F5, F6
transaction STKL Stock Option (Right to Buy) Award $0 +17,326 $0.000000 17,326 29 Dec 2023 Common Shares 17,326 $5.47 Direct F7
transaction STKL Performance Stock Units Award $0 +1,546 $0.000000 1,546 29 Dec 2023 Common Shares 1,546 Direct F1, F3, F8
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Each Performance Stock Unit represents a contingent right to receive one share of STKL common stock.
F2 The Performance Stock Units (PSUs) will vest or lapse on April 15, 2026 (Vesting Date), depending on the Company's total shareholder return (the "TSR") performance relative to the Russell 3000 Food and Beverage companies during the performance period as described in the award agreement. If none of the hurdles are met, none of the PSUs will vest and the award will lapse. If the 25th percentile hurdle is met, 25% of the PSUs will vest. If the 50th percentile hurdle is met, 100% of the PSUs will vest. If the 75th percentile hurdle is met, 125% of the PSUs will vest. If the 90th percentile or above is met, 200% of the PSUs will vest. The number included in column 5 of Table II reflects the target number of PSUs eligible for vesting subject to the reporting person's continued employment with the Company through the Vesting Date
F3 The Performance Stock Units do not have an expiration date.
F4 Each Restrictive Stock Unit represents a contingent right to receive one share of STKL common stock.
F5 The Restricted Stock Units vest in three annual installments beginning on July 10, 2024, subject to the continued employment of the reporting person through each such vesting date. The installments will be 2,478 in 2024, 3,737 in 2025, and 3,737 in 2026.
F6 The Restrictive Stock Units do not have an expiration date.
F7 The Stock Options vest in three annual installments beginning on July 10, 2024, subject to the continued employment of the reporting person through each such vesting date. The installments will be 4,316 in 2024, 6,505 in 2025, and 6,505 in 2026.
F8 The Performance Stock Units ("PSUs") vest on April 1, 2024 based upon the Company's gross Adjusted EBITDA (the "Performance Measure") for its 2023 fiscal year. If the Performance Measure is less than $85 million, none of the PSUs will vest and the PSUs will expire. If the Performance Measure is at or greater than $85 million, a percentage of the PSUs, ranging from 50% to 100%, will vest in accordance with the vesting table and the remaining PSUs will expire. The vested amount increases by one percentage point for each level of Adjusted EBITDA achieved, as specified in the vesting table. If the Performance Measure is greater than or equal to $100 million, all of the PSUs will vest. Vesting is also subject to individual performance and continued employment of the reporting person through the vesting date.