SunOpta Inc.·4

May 4, 1:05 PM ET

Reynoso Diego 4

4 · SunOpta Inc. · Filed May 4, 2026

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SunOpta (STKL) Director Diego Reynoso Sells 83,340 Shares

What Happened
Diego Reynoso, a director of SunOpta Inc. (STKL), had two dispositions reported on May 1, 2026: 63,147 common shares and 20,193 derivative shares (RSUs) were surrendered to the issuer as part of a court‑approved arrangement. Per the Arrangement Agreement, each share was exchanged for $6.50 in cash (less applicable withholdings), producing gross proceeds of approximately $410,455.50 for the common shares and $131,254.50 for the RSUs — about $541,710 in total. This was a disposition tied to the company’s acquisition, not an open‑market sale.

Key Details

  • Transaction date: May 1, 2026; Form 4 filed May 4, 2026 (within the usual SEC filing window).
  • Consideration: $6.50 per share per Arrangement Agreement (footnote F1); amounts are subject to applicable withholding (F3).
  • Shares disposed: 63,147 common shares (D) and 20,193 RSUs/derivative shares (D — derivative). Total = 83,340 shares.
  • Approximate gross value: $541,710 (63,147 × $6.50 = $410,455.50; 20,193 × $6.50 = $131,254.50).
  • Footnotes: F1 describes the cash‑out at $6.50/share under the court‑approved plan of arrangement; F2/F3 confirm each RSU represented one share and RSUs were surrendered for cash consideration.
  • Shares owned after the transaction: The reported common shares and RSUs referenced were surrendered under the Arrangement; the filing indicates those securities were exchanged for cash per the deal.

Context
These dispositions were driven by a corporate acquisition (Pegasus BidCo B.V.’s purchase of SunOpta via a statutory plan of arrangement) and reflect the cash‑out of shares and RSUs at the deal price. Such M&A‑related surrender/tender transactions are routine in takeovers and should be viewed as deal execution rather than an individual director’s voluntary market sale.

Insider Transaction Report

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

    Common Stock

    [F1]
    2026-05-0163,1470 total
  • Disposition to Issuer

    Restricted Stock Unit (RSU)

    [F2][F3]
    2026-05-0120,1930 total
    Common Stock (20,193 underlying)
Footnotes (3)
  • [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.
Signature
/s/ Brett Koch, attorney in fact|2026-05-04

Documents

1 file
  • 4
    form4.xmlPrimary

    STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES