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SunOpta Inc. Director's Dealing 2017

May 27, 2017

32477_dirs_2017-05-26_97c780f7-e6ec-4022-b67b-5fabcaf9478a.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: 2017-05-24

Reporting Person: Versteegh Geradus Joseph Maria (SVP & GM)

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2017-05-24 Restricted Stock Units $ A 20866 Acquired common shares (20866) Direct
2017-05-24 Stock Options (right to buy) $6.50 A 46576 Acquired 2027-05-24 common shares (46576) Direct
2017-05-24 Performance Stock Units $ A 104329 Acquired common shares (104329) 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 May 24, 2018.

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

F4: Each Performance Stock Unit represents a contingent right to receive one share of STKL common stock.

F5: The Performance Stock Units will vest, if at all, on May 24, 2020 based upon 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.

F6: The Performance Stock Units do not have an expiration date.