SunOpta Inc. — Director's Dealing 2025

Apr 7, 2025

SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: SunOpta Inc. (STKL)
CIK: 0000351834
Period of Report: 2025-03-31

Reporting Person: McCullough Christopher (General Counsel)

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Shares	4962	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Performance Stock Units	$0.00		Common Shares (8910)		Direct
Restricted Stock Units	$0.00		Common Shares (2970)		Direct
Restricted Stock Units	$0.00		Common Shares (5497)		Direct
Stock Option (Right to Buy)	$6.35	2033-07-10	Common Shares (7756)		Direct
Stock Option (Right to Buy)	$6.55	2034-04-29	Common Shares (8528)		Direct

Footnotes

F1: The Performance Stock Units ("PSUs") will vest or expire on April 15, 2026 ("Vesting Date"), depending on the Company's total shareholder return ("TSR") performance relative to the Russell 3000 Food and Beverage companies during the performance period as described in the award agreement. If none of the hurdles are met, none of the PSUs will vest and the award will expire. If the 25th percentile hurdle is met, 25% of the PSUs will vest. If the 50th percentile hurdle is met, 100% of the PSUs will vest. If the 75th percentile hurdle is met, 125% of the PSUs will vest. If the 90th percentile or above is met, 200% of the PSUs will vest. The number included in column 3 of Table II reflects the target number of PSUs eligible for vesting subject to the reporting person's continued employment with the Company through the Vesting Date.

F2: The Performance Stock Units do not have an expiration date.

F3: The Restricted Stock Units vest in three equal annual installments beginning on July 10, 2024, subject to the continued employment of the reporting person through each such vesting date.

F4: The Restricted Stock Units do not have an expiration date.

F5: The Restricted Stock Units vest in three equal annual installments beginning on April 30, 2025, subject to the continued employment of the reporting person through each such vesting date.

F6: The Stock Options vest in three equal annual installments beginning on July 10, 2024, subject to the continued employment of the reporting person through each such vesting date. These options qualify as incentive stock options.

F7: The Stock Options vest in three equal annual installments beginning on April 30, 2025, subject to the continued employment of the reporting person through each such vesting date. These options qualify as incentive stock options.