Caro Jennifer Ann 4
4 · SunOpta Inc. · Filed May 4, 2026
Research Summary
AI-generated summary of this filing
SunOpta (STKL) SVP Jennifer Caro Sells 112,614 Shares
What Happened
Jennifer Ann Caro, Senior Vice President, Sales at SunOpta (STKL), had a total of 112,614 shares disposed to the issuer on May 1, 2026 as part of a court‑approved acquisition. The consideration under the arrangement was $6.50 per common share, so the aggregate cash value for these dispositions was approximately $731,991. The filing shows three dispositions: 11,084 common shares and two derivative categories (52,870 and 48,660) representing RSUs and performance‑based RSUs/PSUs that were surrendered for cash.
Key Details
- Transaction date: 2026-05-01; Form 4 filed 2026-05-04 (timely).
- Consideration: $6.50 per share paid in cash under the Arrangement Agreement (the Form reports price as N/A because this was an issuer cash‑out).
- Shares disposed: 11,084 (common) + 52,870 (RSUs) + 48,660 (PSUs) = 112,614 shares.
- Approximate cash received: 112,614 × $6.50 = $731,991 (subject to applicable withholdings).
- Post‑transaction: the reported RSUs/PSUs were surrendered and common shares transferred under the arrangement; those surrendered securities are extinguished/paid out.
- Footnotes: F1–F5 explain the court‑approved plan of arrangement and that RSUs/PSUs were exchanged for cash equal to the $6.50 per‑share consideration (subject to withholding).
Context
This was not an open‑market sale but the cash‑out of equity and equity awards due to a takeover (Purchaser acquired all SunOpta common shares). Derivative items on the Form 4 reflect RSUs/PSUs converted to cash, not option exercises or voluntary insider trading. For retail investors, this is an exit payment from the corporate transaction rather than a trading signal about the executive’s view of the company’s future share price.
Insider Transaction Report
- Disposition to Issuer
Common Stock
[F1]2026-05-01−11,084→ 0 total - Disposition to Issuer
Restricted Stock Unit (RSU)
[F2][F3]2026-05-01−52,870→ 0 total→ Common Stock (52,870 underlying) - Disposition to Issuer
Performance Stock Units
[F4][F5]2026-05-01−48,660→ 0 total→ Common Stock (48,660 underlying)
Footnotes (5)
- [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]Each Performance Based Restricted Stock Unit represents a contingent right to receive one share of STKL common stock.
- [F5]Represents the number of performance share units ("PSUs") held by the reporting person that was determined pursuant to the Arrangement Agreement to be entitled to Consideration in the Arrangement. At the Effective Time, each of these PSUs was surrendered in exchange for, subject to any withholding, a cash payment equal to the Consideration in respect of each Common Share underlying such PSU. Each PSU that was not entitled to Consideration in the Arrangement was cancelled without any consideration.