Form 4: SunOpta Inc. Executive Completes Share Transactions

Christopher McCullough, General Counsel of SunOpta Inc., reported transactions involving common stock, restricted stock units, performance stock units, and stock options on May 1, 2026, as part of a statutory plan of arrangement.

Summary

• Christopher McCullough, General Counsel of SunOpta Inc., reported a series of transactions on May 1, 2026, related to his beneficial ownership of the company's securities.
• These transactions are in connection with the Arrangement Agreement, dated February 6, 2026, where SunOpta Inc. was acquired by Pegasus BidCo B.V. through a statutory plan of arrangement.
• Each common share was transferred for a cash consideration of $6.50 per share.
• Restricted Stock Units (RSUs) and Performance Stock Units (PSUs) were surrendered for a cash payment equal to the consideration per share for the underlying common stock.
• Stock options were surrendered for a cash payment equal to the difference between the consideration per share and the exercise price, if positive; options with an exercise price at or above the consideration were cancelled.
• McCullough's beneficial ownership following these transactions is reported as 0 for direct ownership of common stock, RSUs, and PSUs, and 0 for stock options.

Sentiment

Score: 5

Explanation: StockSavvy.ai views this as a neutral filing, as it reports on the completion of an acquisition and the settlement of executive equity awards, which is a standard procedural event.

Positives

• The acquisition of SunOpta Inc. by Pegasus BidCo B.V. provides a cash payout of $6.50 per share to common stockholders.
• Executive compensation structures (RSUs, PSUs, stock options) were converted into cash payments, providing liquidity to the reporting person.

Negatives

• All previously held direct beneficial ownership of common stock, RSUs, and PSUs by the reporting person is now zero following the transaction.
• Stock options with an exercise price equal to or greater than the $6.50 per share consideration were cancelled without any payout.

Risks

• The filing does not explicitly mention any future risks, as it primarily details the completion of an acquisition and the resulting settlement of equity awards.

Future Outlook

The filing does not contain forward-looking statements or guidance; it reports on completed transactions related to an acquisition.

Industry Context

StockSavvy.ai notes that Form 4 filings are standard disclosures for insider transactions, particularly common during M&A events like the acquisition of SunOpta Inc. by Pegasus BidCo B.V. This type of filing provides transparency on how executives are affected by such corporate actions.

Stakeholder Impact

• Shareholders: Common shareholders received $6.50 per share in cash.
• Employees (including management): Holders of RSUs, PSUs, and stock options received cash settlements or had awards cancelled based on the acquisition terms.

Next Steps

• The acquisition of SunOpta Inc. by Pegasus BidCo B.V. has been completed.
• All SunOpta common shares have been transferred to Purchaser for cash consideration.

Key Dates

Keywords

SunOpta Inc., STKL, Form 4, Beneficial Ownership, Stock Options, RSU, PSU, Acquisition, Arrangement Agreement, Christopher McCullough, General Counsel