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SunOpta Inc. Director's Dealing 2017

Feb 8, 2017

32477_dirs_2017-02-08_e4bebdec-83d4-446c-8360-affc7a7f201d.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: SunOpta Inc. (STKL)
CIK: 0000351834
Period of Report: 2017-02-06

Reporting Person: COLO DAVID (Director, President and CEO)

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2017-02-06 Restricted Stock Units $ A 50000 Acquired common shares (50000) Direct
2017-02-06 Stock Option (Right to Buy) $7.00 A 473940 Acquired 2027-02-06 common shares (473940) Direct
2017-02-06 Performance Stock Units $ A 277780 Acquired common shares (277780) Direct

Footnotes

F1: Each Restricted Stock Unit represents a contingent right to receive one share of STKL common stock.

F2: The Restricted Stock Units vest in three equal annual installments beginning on February 6, 2018.

F3: The Restricted Stock Units do not have an expiration date.

F4: The Stock Options will vest, if at all, on February 6, 2020 based upon (i) the reporting person's continued employment with SunOpta Inc. and (ii) meeting the following stock performance conditions for 20 consecutive trading days: one-third of the Stock Options eligible to vest upon achieving a stock price of $11.00, one-third of the Stock Options eligible to vest upon achieving a stock price of $14.00, and one-third of the Stock Options eligible to vest upon achieving a stock price of $18.00.

F5: Each Performance Stock Unit represents a contingent right to receive one share of STKL common stock.

F6: The Performance Stock Units will vest, if at all, on February 6, 2020 based upon (i) the reporting person's continued employment with SunOpta Inc. and (ii) meeting the following stock performance conditions for 20 consecutive trading days: one-third of the Performance Stock Units eligible to vest upon achieving a stock price of $11.00, one-third of the Performance Stock Units eligible to vest upon achieving a stock price of $14.00, and one-third of the Performance Stock Units eligible to vest upon achieving a stock price of $18.00.

F7: The Performance Stock Units do not have an expiration date.