Bryan P. Clark - 10 Jul 2023 Form 4 Insider Report for SunOpta Inc. (STKL)

Role: SVP Research Development & QA
Signature: /s/ Jill Barnett, attorney-in-fact
Issuer symbol: STKL
Transactions as of: 10 Jul 2023
Net transactions value: -$5,188
Form type: 4
Filing time: 12 Jul 2023, 19:44:33 UTC
Previous filing: 21 Jun 2023
Next filing: 19 Dec 2023
SEC: View on sec.gov

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	STKL	Common Shares	Options Exercise		+1,659	+2.9%		58,396	10 Jul 2023	Direct	F1
transaction	STKL	Common Shares	Tax liability	$5,188	-817	-1.4%	$6.35	57,579	10 Jul 2023	Direct	F2

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	Restricted Stock Units	Options Exercise	$0	-1,659	-100%	$0.000000^*	0	10 Jul 2023	Common Shares	1,659		Direct	F1, F3, F4
transaction	STKL	Performance Stock Units	Award	$0	+31,022		$0.000000	31,022	10 Jul 2023	Common Shares	31,022		Direct	F5, F6, F7
transaction	STKL	Stock Option (Right to Buy)	Award	$0	+13,503		$0.000000	13,503	10 Jul 2023	Common Shares	13,503	$6.35	Direct	F8, F9
transaction	STKL	Restricted Stock Units	Award	$0	+7,756		$0.000000	7,756	10 Jul 2023	Common Shares	7,756		Direct	F1, F4, F10

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Each Restricted Stock Unit represents a contingent right to receive one share of STKL common stock.
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.
F3	The Restricted Stock Units vest in three equal annual installments beginning on July 10, 2021, subject to the continued employment of the reporting person through each such vesting date.
F4	The Restricted Stock Units do not have an expiration date.
F5	Each Performance Stock Unit represents a contingent right to receive one share of STKL common stock.
F6	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, no PSUs will vest and the award will lapse. If the 25th percentile hurdle is met, 25% of the PSUs will vest. If the 50% percentile hurdle is met, 100% of the PSUs will vest. If the 75% 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 number of PSUs eligible for vesting subject to the reporting person's continued employment with the Company through the Vesting Date.
F7	The Performance Stock Units do not have an expiration date.
F8	The Stock Options vest in three equal annual installments beginning on July 10, 2024, subject to the continued employment of the reporting person through each such vesting date.
F9	The options expire 10 years from the award date, subject to continued employment through each such vesting date.
F10	The Restricted Stock Units vest in three equal annual installments beginning on July 10, 2024, subject to the continued employment of the reporting person through each such vesting date.