SunOpta Inc.·4

May 4, 11:25 AM ET

Fisher Rebecca 4

4 · SunOpta Inc. · Filed May 4, 2026

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SunOpta (STKL) Director Rebecca Fisher Sells 171,161 Shares

What Happened
Rebecca Fisher, a director of SunOpta Inc. (STKL), had a total of 171,161 shares disposed on May 1, 2026 as part of a court‑approved acquisition/plan of arrangement. The filings show three dispositions: 145,138 common shares, 20,193 RSU-related units, and 5,830 option-related units. The Form 4 lists no per-share price because the transactions were dispositions to the issuer under the deal, but the Arrangement provided $6.50 per common share, implying gross proceeds of about $1,112,547 before applicable withholdings.

Key Details

  • Transaction date: May 1, 2026; Form 4 filed May 4, 2026 (filed within days of the reported transaction).
  • Reported items: 145,138 common shares; 20,193 RSUs surrendered; 5,830 option-related units surrendered.
  • Per-arrangement consideration: $6.50 per share (cash), not an open-market sale.
  • Total gross value: ~ $1.11M (before withholdings).
  • Footnotes: RSUs represented rights to one share each and were surrendered for cash (F2–F3); stock options were cashed out if in-the-money or cancelled if out-of-the-money (F4).
  • Shares owned after the transactions are not specified in this Form 4.

Context
These were not discretionary open-market sales but mandatory/transactional dispositions under a takeover (court‑approved plan of arrangement). The derivative items reflect surrender/cash‑out of RSUs and options per the deal terms, not independent insider trading activity.

Insider Transaction Report

Form 4Exit
Period: 2026-05-01
Transactions
  • Disposition to Issuer

    Common Stock

    [F1]
    2026-05-01145,1380 total
  • Disposition to Issuer

    Restricted Stock Unit (RSU)

    [F2][F3]
    2026-05-0120,1930 total
    Common Stock (20,193 underlying)
  • Disposition to Issuer

    Stock Option (right to buy Common Stock)

    [F4]
    2026-05-015,8300 total
    Exercise: $3.25From: 2021-05-08Exp: 2030-05-08Common Stock (5,830 underlying)
Footnotes (4)
  • [F1]Pursuant to the Arrangement Agreement (the "Arrangement Agreement"), dated as of February 6, 2026, by and among SunOpta Inc. ("SunOpta"), Pegasus BidCo B.V. ("Parent") and 2786694 Alberta Ltd. ("Purchaser"), Purchaser acquired all of SunOpta's issued and outstanding common shares in the capital of SunOpta (the "Common Shares") by way of a court-approved statutory plan of arrangement under Section 192 of the Canada Business Corporations Act (the "Arrangement"). At the effective time of the Arrangement (the "Effective Time"), each of SunOpta's issued and outstanding Common Shares were transferred to Purchaser for consideration of $6.50 per share in cash, less applicable withholdings (the "Consideration").
  • [F2]Each Restricted Stock Unit represents a contingent right to receive one share of STKL common stock.
  • [F3]At the Effective Time, each restricted stock unit ("RSU") held by the reporting person was surrendered in exchange for, subject to any withholding, a cash payment equal to the Consideration in respect of each Common Share underlying such RSU.
  • [F4]At the Effective Time, each stock option held by the reporting person was surrendered in exchange for, subject to any withholding, a cash payment equal to the amount (if any) by which the Consideration in respect of a Common Share underlying such stock option exceeds the exercise price of such stock option, multiplied by the number of Common Shares subject to such stock option. Each stock option with a per share exercise price greater than or equal to the Consideration was cancelled without any consideration.
Signature
/s/ Brett Koch, attorney in fact|2026-05-04

Documents

1 file
  • 4
    form4.xmlPrimary

    STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES