{"url_path":"/sec/stkl/10-k/2026/item-15","section_key":"item-15","section_title":"Item 15 EXHIBITS AND FINANCIAL STATEMENT SCHEDULES.**","topic":"sec","document":{"doc_type":"10-K/A","doc_date":"2026-04-27","source_url":"https://www.sec.gov/Archives/edgar/data/351834/0001062993-26-002169-index.html","accession_number":"0001062993-26-002169","cik":"0000351834","ticker":"STKL","issuer_name":"SunOpta Inc.","edgar_url":"https://www.sec.gov/Archives/edgar/data/351834/0001062993-26-002169-index.html","primary_entity_key":"0000351834","primary_entity_name":"SunOpta Inc."},"word_count":2413,"has_tables":true,"body_markdown":"**ITEM 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES.**\n\n1.  Financial Statements: See Index to Consolidated Financial Statements under Item 8 of the Original Form 10-K.\n\n2.  Financial Statement Schedules: Schedules are not required, are not applicable or the information is shown in the Notes to the Consolidated Financial Statements in the Original Form 10-K.\n\n3.  Exhibits: See Exhibit Index, which is incorporated herein by reference.\n\n**EXHIBIT INDEX**\n\n**Exhibits**\n**Description**\n\n[2.1](http://www.sec.gov/Archives/edgar/data/351834/000106299326000660/exhibit2-1.htm)\n[Arrangement Agreement, dated as of February 6, 2026, by and among Pegasus Bidco B.V., 2786694 Alberta Ltd. and SunOpta Inc. (incorporated by reference to Exhibit 2.1 the Company's Current Report on Form 8-K filed on February 6, 2026).](http://www.sec.gov/Archives/edgar/data/351834/000106299326000660/exhibit2-1.htm)\n\n[2.2](http://www.sec.gov/Archives/edgar/data/351834/000106299323019477/exhibit2-1.htm)\n[Asset Purchase Agreement, dated as of October 12, 2023, among SunOpta Inc., Sunrise Growers Mexico, S. de R.L. de C.V., SunOpta Mx, S.A. de C.V., Sunrise Growers, Inc., Nature's Touch Frozen Fruits, LLC and Natures Touch Mexico, S. de R.L. de C.V. (incorporated by reference to Exhibit 2.1 the Company's Current Report on Form 8-K filed on October 17, 2023).](http://www.sec.gov/Archives/edgar/data/351834/000106299323019477/exhibit2-1.htm)\n\n \n\n53\n\n[3.1](http://www.sec.gov/Archives/edgar/data/1320695/000132069523000004/ths-20221231.htm#id8bdf335ff1a439989a033d04a4fd24c_97)\n\n[Amalgamation of Stake Technology Ltd. and 3754481 Canada Ltd. (formerly George F. Pettinos (Canada) Limited) (incorporated by reference to Exhibit 3.1 to the Company's Annual Report on Form 10-KSB for the year ended December 31, 2000).](http://www.sec.gov/Archives/edgar/data/1320695/000132069523000004/ths-20221231.htm#id8bdf335ff1a439989a033d04a4fd24c_97)\n\n[3.2](http://www.sec.gov/Archives/edgar/data/351834/000116923204001745/d58761_ex3i-b.txt)\n\n[Certificate of Amendment, dated October 31, 2003, to change the Company's name from Stake Technology Ltd. to SunOpta Inc. (incorporated by reference to Exhibit 3i(b) to the Company's Annual Report on Form 10-K for the year ended December 31, 2003).](http://www.sec.gov/Archives/edgar/data/351834/000116923204001745/d58761_ex3i-b.txt)\n\n[3.3](http://www.sec.gov/Archives/edgar/data/351834/000116923204001745/d58761_ex3i-c.txt)\n\n[Articles of Amalgamation of SunOpta Inc. and Sunrich Valley Inc., Integrated Drying Systems Inc., Kettle Valley Dried Fruits Ltd., Pro Organics Marketing Inc., Pro Organics Marketing (East) Inc., 4157648 Canada Inc. and 4198000 Canada Ltd., dated January 1, 2004 (incorporated by reference to Exhibit 3i(c) to the Company's Annual Report on Form 10-K for the year ended December 31, 2003).](http://www.sec.gov/Archives/edgar/data/351834/000116923204001745/d58761_ex3i-c.txt)\n\n[3.4](http://www.sec.gov/Archives/edgar/data/351834/000116923206001227/d66962_ex3i-d.htm)\n\n[Articles of Amalgamation of SunOpta Inc. and 6319734 Canada Inc., 4157656 Canada Inc. and Kofman-Barenholtz Foods Limited, dated January 1, 2005 (incorporated by reference to Exhibit 3i(d) to the Company's Annual Report on Form 10-K for the year ended December 31, 2004).](http://www.sec.gov/Archives/edgar/data/351834/000116923206001227/d66962_ex3i-d.htm)\n\n[3.5](http://www.sec.gov/Archives/edgar/data/351834/000116923206001227/d66962_ex3i-e.htm)\n\n[Articles of Amalgamation of SunOpta Inc. and 4307623 Canada Inc., dated January 1, 2006 (incorporated by reference to Exhibit 3i(e) to the Company's Annual Report on Form 10-K for the year ended December 31, 2005).](http://www.sec.gov/Archives/edgar/data/351834/000116923206001227/d66962_ex3i-e.htm)\n\n[3.6](http://www.sec.gov/Archives/edgar/data/351834/000120445908001504/exhibit3if.htm)\n\n[Articles of Amalgamation of SunOpta Inc., 4208862 SunOpta Food Ingredients Canada Ltd., 4406150 Canada Inc. and 4406168 Canada Inc., dated January 1, 2007 (incorporated by reference to Exhibit 3i(f) to the Company's Annual Report on Form 10-K for the year ended December 31, 2007).](http://www.sec.gov/Archives/edgar/data/351834/000120445908001504/exhibit3if.htm)\n\n[3.7](http://www.sec.gov/Archives/edgar/data/351834/000120445908001504/exhibit3ig.htm)\n\n[Articles of Amalgamation of SunOpta Inc. and 4460596 Canada Inc., dated January 1, 2008 (incorporated by reference to Exhibit 3i(g) to the Company's Annual Report on Form 10-K for the year ended December 31, 2007).](http://www.sec.gov/Archives/edgar/data/351834/000120445908001504/exhibit3ig.htm)\n\n[3.8](http://www.sec.gov/Archives/edgar/data/351834/000106299314004019/exhibit4-3.htm)\n\n[Certificate of Amendment, dated July 10, 2013, to authorize the directors to fix the number of directors to be elected by the shareholders and to appoint one or more directors (incorporated by reference to Exhibit 4.3 to the Company's Registration Statement on Form S-3 filed on July 3, 2014).](http://www.sec.gov/Archives/edgar/data/351834/000106299314004019/exhibit4-3.htm)\n\n[3.9](http://www.sec.gov/Archives/edgar/data/351834/000106299315006089/exhibit3-1.htm)\n\n[By-Law Number 15 of SunOpta Inc. (incorporated by reference to Exhibit 3.1 to the Company's Current Report on Form 8-K filed on November 13, 2015).](http://www.sec.gov/Archives/edgar/data/351834/000106299315006089/exhibit3-1.htm)\n\n[4.1](http://www.sec.gov/Archives/edgar/data/351834/000120445911002454/exhibit4-9.htm)\n\n[Form of Certificate representing Common Shares, no par value (incorporated by reference to Exhibit 4.9 to the Company's Registration Statement on Form S-8 filed on September 2, 2011).](http://www.sec.gov/Archives/edgar/data/351834/000120445911002454/exhibit4-9.htm)\n\n[4.2](http://www.sec.gov/Archives/edgar/data/351834/000106299315006089/exhibit4-1.htm)\n\n[Shareholder Rights Plan Agreement, dated November 10, 2015, between SunOpta Inc. and American Stock Transfer & Trust Company, LLC, as rights agent (incorporated by reference to Exhibit 4.1 to the Company's Current Report on Form 8-K filed on November 13, 2015).](http://www.sec.gov/Archives/edgar/data/351834/000106299315006089/exhibit4-1.htm)\n\n[4.3](http://www.sec.gov/Archives/edgar/data/351834/000106299316009099/exhibit4-1.htm)\n\n[Amended and Restated Shareholder Rights Plan Agreement, dated November 10, 2015, amended and restated as of April 18, 2016, between SunOpta Inc. and American Stock Transfer & Trust Company, LLC, as rights agent (incorporated by reference to Exhibit 4.1 to the Company's Current Report on Form 8-K filed on April 20, 2016).](http://www.sec.gov/Archives/edgar/data/351834/000106299316009099/exhibit4-1.htm)\n\n[4.4](http://www.sec.gov/Archives/edgar/data/351834/000106299320001979/exhibit4-1.htm)\n\n[Second Amended and Restated Certificate of Incorporation of SunOpta Foods Inc., setting forth the terms of its Series B Preferred Stock, which is exchangeable for Common Shares of SunOpta Inc. (incorporated by reference to Exhibit 4.1 to the Company's Current Report on Form 8-K filed on April 28, 2020).](http://www.sec.gov/Archives/edgar/data/351834/000106299320001979/exhibit4-1.htm)\n\n \n\n54\n\n[4.5](http://www.sec.gov/Archives/edgar/data/351834/000106299320001979/exhibit4-2.htm)\n\n[Articles of Amendment of SunOpta Inc., setting forth the terms of its Special Shares, Series 2 (incorporated by reference to Exhibit 4.2 to the Company's Current Report on Form 8-K filed on April 28, 2020).](http://www.sec.gov/Archives/edgar/data/351834/000106299320001979/exhibit4-2.htm)\n\n[4.6](http://www.sec.gov/Archives/edgar/data/351834/000106299323016202/exhibit4-1.htm)\n\n[Amended and Restated By-Law No. 14 of SunOpta Inc. dated May 24, 2023 (incorporated by reference to Exhibit 4.1 to the Company's Quarterly Report on Form 10-Q filed on August 10, 2023).](http://www.sec.gov/Archives/edgar/data/351834/000106299323016202/exhibit4-1.htm)\n\n[4.7](http://www.sec.gov/ix?doc=/Archives/edgar/data/351834/000106299324004783/form10k.htm)\n\n[Description of Registrant's Securities Registered Under Section 12 of the Securities Exchange Act of 1934 (incorporated by reference to Exhibit 4.7 to the Company's Annual Report on Form 10-K for the year ended December 30, 2023).](http://www.sec.gov/ix?doc=/Archives/edgar/data/351834/000106299324004783/form10k.htm)\n\n[4.8](http://www.sec.gov/ix?doc=/Archives/edgar/data/0000351834/000106299324008533/form8k.htm)\n\n[Third Amended and Restated Certificate of Incorporation of SunOpta Foods, Inc. (incorporated by reference to Exhibit 4.1 to the Company's Current Report on Form 8-K filed on April 18, 2024).](http://www.sec.gov/ix?doc=/Archives/edgar/data/0000351834/000106299324008533/form8k.htm)\n\n[10.1](http://www.sec.gov/Archives/edgar/data/351834/000106299314004831/exhibit10-1.htm)\n\n[Stock Deferral Plan for Non-Employee Directors dated August 12, 2014 (incorporated by reference to Exhibit 10.1 to the Company's Quarterly Report on Form 10-Q filed on August 13, 2014).](http://www.sec.gov/Archives/edgar/data/351834/000106299314004831/exhibit10-1.htm)\n\n[10.2†](http://www.sec.gov/Archives/edgar/data/351834/000106299317002340/exhibit10-5.htm)\n\n[Employment Agreement, dated March 13, 2017, by and between SunOpta Inc. and Robert Duchscher (incorporated by reference to Exhibit 10.5 to the Company's Quarterly Report on Form 10-Q for the quarterly period ended April 1, 2017).](http://www.sec.gov/Archives/edgar/data/351834/000106299317002340/exhibit10-5.htm)\n\n[10.3](http://www.sec.gov/Archives/edgar/data/351834/000106299320001864/exhibit10-1.htm)\n\n[Subscription Agreement, dated April 15, 2020, between SunOpta Inc., SunOpta Foods Inc., Oaktree Organics, L.P., Oaktree Huntington Investment Fund II, L.P., Engaged Capital, LLC, Engaged Capital Flagship Master Fund, LP and Engaged Capital Co-Invest IV-A, LP. (incorporated by reference to Exhibit 10.1 to the Company's Current Report on Form 8-K filed on April 20, 2020).](http://www.sec.gov/Archives/edgar/data/351834/000106299320001864/exhibit10-1.htm)\n\n[10.4](http://www.sec.gov/Archives/edgar/data/351834/000106299320001979/exhibit10-2.htm)\n\n[Exchange and Support Agreement, dated April 24, 2020, between SunOpta Inc., SunOpta Foods Inc., Engaged Capital Flagship Master Fund, LP, Engaged Capital, LLC and Engaged Capital Co-Invest IV-A, LP, Oaktree Organics, L.P. and Oaktree Huntington Investment Fund II, L.P. and any person that becomes a Holder of Preferred Stock, from time to time (incorporated by reference to Exhibit 10.2 to the Company's Current Report on Form 8-K filed on April 28, 2020).](http://www.sec.gov/Archives/edgar/data/351834/000106299320001979/exhibit10-2.htm)\n\n[10.5](http://www.sec.gov/Archives/edgar/data/351834/000106299320001979/exhibit10-3.htm)\n\n \n\n[Voting Trust Agreement, dated April 24, 2020, between SunOpta Inc., SunOpta Foods Inc., the trustee named therein, Oaktree Organics, L.P. and Oaktree Huntington Investment Fund II, L.P. and any other Holder of Preferred Stock, from time to time (incorporated by reference to Exhibit 10.3 to the Company's Current Report on Form 8-K filed on April 28, 2020).](http://www.sec.gov/Archives/edgar/data/351834/000106299320001979/exhibit10-3.htm)\n\n[10.6](http://www.sec.gov/Archives/edgar/data/351834/000106299320001979/exhibit10-5.htm)\n\n[Amended and Restated Investor Rights Agreement, dated April 24, 2020, between SunOpta Inc., SunOpta Foods Inc. and Oaktree Organics, L.P. and Oaktree Huntington Investment Fund II, L.P. (incorporated by reference to Exhibit 10.5 to the Company's Current Report on Form 8-K filed on April 28, 2020).](http://www.sec.gov/Archives/edgar/data/351834/000106299320001979/exhibit10-5.htm)\n\n[10.7†](http://www.sec.gov/Archives/edgar/data/351834/000106299326001270/exhibit10-7.htm)\n\n[Employment Agreement, effective June 1, 2022, between SunOpta Inc. and Bryan Clark (incorporated by reference to Exhibit 10.7 to the Company's Annual Report on Form 10-K for the year ended January 3, 2026).](http://www.sec.gov/Archives/edgar/data/351834/000106299326001270/exhibit10-7.htm)\n\n[10.8†](http://www.sec.gov/ix?doc=/Archives/edgar/data/351834/000106299323009181/formdef14a.htm#page_77)\n\n[Amended 2013 Stock Incentive Plan (incorporated by reference to Exhibit A to the Company's Definitive Proxy Statement on Schedule 14A filed on April 14, 2023).](http://www.sec.gov/ix?doc=/Archives/edgar/data/351834/000106299323009181/formdef14a.htm#page_77)\n\n[10.9†](http://www.sec.gov/Archives/edgar/data/351834/000106299323019477/exhibit10-1.htm)\n\n[Executive Employment Agreement made as of October 11, 2023 between Greg Gaba and SunOpta Inc. (incorporated by reference to Exhibit 10.1 to the Company's Current Report on Form 8-K filed on October 17, 2023).](http://www.sec.gov/Archives/edgar/data/351834/000106299323019477/exhibit10-1.htm)\n\n \n\n55\n\n[10.10†](http://www.sec.gov/Archives/edgar/data/351834/000106299323022086/exhibit10-2.htm)\n\n[Executive Employment Agreement made as of December 1, 2023 between Brian W. Kocher and SunOpta Inc. (incorporated by reference to Exhibit 10.2 the Company's Current Report on Form 8-K filed on December 7, 2023).](http://www.sec.gov/Archives/edgar/data/351834/000106299323022086/exhibit10-2.htm)\n\n[10.11](http://www.sec.gov/Archives/edgar/data/351834/000106299323022544/exhibit10-1.htm)\n\n[Credit Agreement, dated as of December 8, 2023, among SunOpta Inc., the other guarantors party thereto, the lenders party thereto, Bank of America, N.A., as Administrative Agent, as an Issuing Bank, as the Swingline Lender and as Collateral Agent (incorporated by reference to the Company's Current Report on Form 8-K filed on December 14, 2023).](http://www.sec.gov/Archives/edgar/data/351834/000106299323022544/exhibit10-1.htm)\n\n[10.12](http://www.sec.gov/ix?doc=/Archives/edgar/data/0000351834/000106299324008533/form8k.htm)\n\n[Amending Agreement between Oaktree Organics, L.P., Oaktree Huntington Investment Fund II, L.P., OCM SunOpta Trustee LLC, SunOpta Inc. and SunOpta Foods Inc., dated as of April 17, 2024 (incorporated by reference to Exhibit 10.1 to the Company's Current Report on Form 8-K filed on April 18, 2024).](http://www.sec.gov/ix?doc=/Archives/edgar/data/0000351834/000106299324008533/form8k.htm)\n\n[10.13†](http://www.sec.gov/ix?doc=/Archives/edgar/data/0000351834/000106299324009680/form10q.htm)\n\n[Performance Unit Award Agreement, entered into as of January 2, 2024, between SunOpta Inc. and Brian W. Kocher (incorporated by reference to Exhibit 10.1 to the Company's Quarterly Report on Form 10-Q filed on May 8, 2024).](http://www.sec.gov/ix?doc=/Archives/edgar/data/0000351834/000106299324009680/form10q.htm)\n\n[10.14†](http://www.sec.gov/ix?doc=/Archives/edgar/data/0000351834/000106299324009680/form10q.htm)\n\n[Stock Option Award Agreement, entered into as of January 2, 2024, between SunOpta Inc. and Brian W. Kocher (incorporated by reference to Exhibit 10.2 to the Company's Quarterly Report on Form 10-Q filed on May 8, 2024).](http://www.sec.gov/ix?doc=/Archives/edgar/data/0000351834/000106299324009680/form10q.htm)\n\n[10.15†](http://www.sec.gov/ix?doc=/Archives/edgar/data/0000351834/000106299324009680/form10q.htm)\n\n[Restricted Stock Unit Award Agreement, entered into as of January 2, 2024, between SunOpta Inc. and Brian W. Kocher (incorporated by reference to Exhibit 10.3 to the Company's Quarterly Report on Form 10-Q filed on May 8, 2024).](http://www.sec.gov/ix?doc=/Archives/edgar/data/0000351834/000106299324009680/form10q.htm)\n\n[10.16†](http://www.sec.gov/ix?doc=/Archives/edgar/data/0000351834/000106299324009680/form10q.htm)\n\n[Employment Agreement, effective February 26, 2024, between SunOpta Inc. and Justin Kobler (incorporated by reference to Exhibit 10.4 to the Company's Quarterly Report on Form 10-Q filed on May 8, 2024).](http://www.sec.gov/ix?doc=/Archives/edgar/data/0000351834/000106299324009680/form10q.htm)\n\n[10.17†](http://www.sec.gov/ix?doc=/Archives/edgar/data/0000351834/000106299324009680/form10q.htm)\n\n[Restricted Stock Unit Award Agreement, entered into as of March 13, 2024, between SunOpta Inc. and Brian W. Kocher (incorporated by reference to Exhibit 10.5 to the Company's Quarterly Report on Form 10-Q filed on May 8, 2024).](http://www.sec.gov/ix?doc=/Archives/edgar/data/0000351834/000106299324009680/form10q.htm)\n\n[10.18†](http://www.sec.gov/ix?doc=/Archives/edgar/data/0000351834/000106299324009680/form10q.htm)\n\n[Employment Agreement, effective March 25, 2024, between SunOpta Inc. and Lauren McNamara (incorporated by reference to Exhibit 10.6 to the Company's Quarterly Report on Form 10-Q filed on May 8, 2024).](http://www.sec.gov/ix?doc=/Archives/edgar/data/0000351834/000106299324009680/form10q.htm)\n\n[10.19†](http://www.sec.gov/Archives/edgar/data/351834/000106299325013730/exhibit10-1.htm)\n\n[Employment Agreement, effective March 31, 2025, between SunOpta Inc. and Chris McCullough (incorporated by reference to Exhibit 10.1 to the Company's Quarterly Report on Form 10-Q filed on August 6, 2025).](http://www.sec.gov/Archives/edgar/data/351834/000106299325013730/exhibit10-1.htm)\n\n[10.20†](http://www.sec.gov/ix?doc=/Archives/edgar/data/0000351834/000106299325007365/formdef14a.htm#page_79)\n\n[Employee Stock Purchase Plan amended March 28, 2025 (incorporated by reference to Exhibit A to the Company's Definitive Proxy Statement on Schedule 14A filed on April 11, 2025).](http://www.sec.gov/ix?doc=/Archives/edgar/data/0000351834/000106299325007365/formdef14a.htm#page_79)\n\n[10.21†](http://www.sec.gov/Archives/edgar/data/351834/000106299325013730/exhibit10-2.htm)\n\n[Employment Agreement, effective May 5, 2025, between SunOpta Inc. and Jennifer Caro (incorporated by reference to Exhibit 10.2 to the Company's Quarterly Report on Form 10-Q filed on August 6, 2025).](http://www.sec.gov/Archives/edgar/data/351834/000106299325013730/exhibit10-2.htm)\n\n[10.22†](http://www.sec.gov/Archives/edgar/data/351834/000106299325013730/exhibit10-3.htm)\n\n[Employment Agreement, effective June 16, 2025, between SunOpta Inc. and Danielle Duzan (incorporated by reference to Exhibit 10.3 to the Company's Quarterly Report on Form 10-Q filed on August 6, 2025).](http://www.sec.gov/Archives/edgar/data/351834/000106299325013730/exhibit10-3.htm)\n\n \n\n56\n\n[10.23†](http://www.sec.gov/Archives/edgar/data/351834/000106299326001270/exhibit10-23.htm)\n\n[SunOpta Inc. 2025 Short Term Incentive Plan (incorporated by reference to Exhibit 10.23 to the Company's Annual Report on Form 10-K for the year ended January 3, 2026).](http://www.sec.gov/Archives/edgar/data/351834/000106299326001270/exhibit10-23.htm)\n\n[10.24†](http://www.sec.gov/Archives/edgar/data/351834/000106299326001270/exhibit10-24.htm)\n\n[SunOpta Inc. 2025 Long Term Incentive Plan (incorporated by reference to Exhibit 10.24 to the Company's Annual Report on Form 10-K for the year ended January 3, 2026).](http://www.sec.gov/Archives/edgar/data/351834/000106299326001270/exhibit10-24.htm)\n\n[10.25†](http://www.sec.gov/Archives/edgar/data/351834/000106299326001270/exhibit10-25.htm)\n\n[2025 Performance Share Unit Award Agreement (incorporated by reference to Exhibit 10.25 to the Company's Annual Report on Form 10-K for the year ended January 3, 2026).](http://www.sec.gov/Archives/edgar/data/351834/000106299326001270/exhibit10-25.htm)\n\n[10.26†](http://www.sec.gov/Archives/edgar/data/351834/000106299326001270/exhibit10-26.htm)\n\n[2025 Restricted Stock Unit Award Agreement (incorporated by reference to Exhibit 10.26 to the Company's Annual Report on Form 10-K for the year ended January 3, 2026).](http://www.sec.gov/Archives/edgar/data/351834/000106299326001270/exhibit10-26.htm)\n\n[10.27†](http://www.sec.gov/Archives/edgar/data/351834/000106299326001270/exhibit10-27.htm)\n\n[2025 Incentive Stock Option Award Agreement (incorporated by reference to Exhibit 10.27 to the Company's Annual Report on Form 10-K for the year ended January 3, 2026).](http://www.sec.gov/Archives/edgar/data/351834/000106299326001270/exhibit10-27.htm)\n\n[10.28](http://www.sec.gov/Archives/edgar/data/351834/000106299326000660/exhibit10-1.htm)\n\n[Form of Oaktree Voting and Support Agreement (incorporated by reference to Exhibit 10.1 the Company's Current Report on Form 8-K filed on February 6, 2026).](http://www.sec.gov/Archives/edgar/data/351834/000106299326000660/exhibit10-1.htm)\n\n[10.29](http://www.sec.gov/Archives/edgar/data/351834/000106299326000660/exhibit10-2.htm)\n\n[Form of Voting and Support Agreement with directors and officers (non-Oaktree designees) (incorporated by reference to Exhibit 10.2 the Company's Current Report on Form 8-K filed on February 6, 2026).](http://www.sec.gov/Archives/edgar/data/351834/000106299326000660/exhibit10-2.htm)\n\n[10.30](http://www.sec.gov/Archives/edgar/data/351834/000106299326000660/exhibit10-3.htm)\n\n[Form of Voting and Support Agreement with directors (Oaktree designees) (incorporated by reference to Exhibit 10.3 the Company's Current Report on Form 8-K filed on February 6, 2026).](http://www.sec.gov/Archives/edgar/data/351834/000106299326000660/exhibit10-3.htm)\n\n[10.31†](http://www.sec.gov/Archives/edgar/data/351834/000106299326000660/exhibit10-4.htm)\n\n[SunOpta Foods Inc. Amended and Restated Severance Pay Plan (incorporated by reference to Exhibit 10.4 the Company's Current Report on Form 8-K filed on February 6, 2026).](http://www.sec.gov/Archives/edgar/data/351834/000106299326000660/exhibit10-4.htm)\n\n[19](http://www.sec.gov/Archives/edgar/data/351834/000106299326001270/exhibit19.htm)\n\n[Insider Trading Policy (incorporated by reference to Exhibit 19 to the Company's Annual Report on Form 10-K for the year ended January 3, 2026).](http://www.sec.gov/Archives/edgar/data/351834/000106299326001270/exhibit19.htm)\n\n[21](http://www.sec.gov/Archives/edgar/data/351834/000106299326001270/exhibit21.htm)\n\n[List of subsidiaries (incorporated by reference to Exhibit 21 to the Company's Annual Report on Form 10-K for the year ended January 3, 2026).](http://www.sec.gov/Archives/edgar/data/351834/000106299326001270/exhibit21.htm)\n\n[23.1](http://www.sec.gov/Archives/edgar/data/351834/000106299326001270/exhibit23-1.htm)\n\n[Consent of Ernst & Young LLP, Independent Registered Public Accounting Firm (incorporated by reference to Exhibit 23.1 to the Company's Annual Report on Form 10-K for the year ended January 3, 2026).](http://www.sec.gov/Archives/edgar/data/351834/000106299326001270/exhibit23-1.htm)\n\n[31.1](http://www.sec.gov/Archives/edgar/data/351834/000106299326001270/exhibit31-1.htm)\n\n[Certification by Brian Kocher, Chief Executive Officer, pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934, as amended (incorporated by reference to Exhibit 31.1 to the Company's Annual Report on Form 10-K for the year ended January 3, 2026).](http://www.sec.gov/Archives/edgar/data/351834/000106299326001270/exhibit31-1.htm)\n\n[31.2](http://www.sec.gov/Archives/edgar/data/351834/000106299326001270/exhibit31-2.htm)\n\n[Certification by Greg Gaba, Chief Financial Officer, pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934, as amended (incorporated by reference to Exhibit 31.2 to the Company's Annual Report on Form 10-K for the year ended January 3, 2026).](http://www.sec.gov/Archives/edgar/data/351834/000106299326001270/exhibit31-2.htm)\n\n[31.3*](exhibit31-3.htm)\n\n[Certification by Brian Kocher, Chief Executive Officer, pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934, as amended.](exhibit31-3.htm)\n\n[31.4*](exhibit31-4.htm)\n\n[Certification by Greg Gaba, Chief Financial Officer, pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934, as amended.](exhibit31-4.htm)\n\n \n\n57\n\n[32](http://www.sec.gov/Archives/edgar/data/351834/000106299326001270/exhibit32.htm)\n\n[Certifications by Brian Kocher, Chief Executive Officer, and Greg Gaba, Chief Financial Officer, pursuant to 18 U.S.C. Section 1350 (incorporated by reference to Exhibit 32 to the Company's Annual Report on Form 10-K for the year ended January 3, 2026).](http://www.sec.gov/Archives/edgar/data/351834/000106299326001270/exhibit32.htm)\n\n[97](http://www.sec.gov/ix?doc=/Archives/edgar/data/351834/000106299324004783/form10k.htm)\n\n[SunOpta Inc. Clawback Policy (incorporated by reference to Exhibit 97 to the Company's Annual Report on Form 10-K for the year ended December 30, 2023).](http://www.sec.gov/ix?doc=/Archives/edgar/data/351834/000106299324004783/form10k.htm)\n\n101.INS*\n\nXBRL Instance Document - the instance document does not appear in the Interactive Data File as its XBRL tags are embedded within the Inline XBRL document\n\n[101.SCH*](stkl-20260103.xsd)\n\n[Inline XBRL Taxonomy Extension Schema Document](stkl-20260103.xsd)\n\n101.CAL*\n\nInline XBRL Taxonomy Extension Calculation Linkbase Document\n\n[101.DEF*](stkl-20260103_def.xml)\n\n[Inline XBRL Taxonomy Extension Definition Linkbase Document](stkl-20260103_def.xml)\n\n[101.LAB*](stkl-20260103_lab.xml)\n\n[Inline XBRL Taxonomy Extension Label Linkbase Document](stkl-20260103_lab.xml)\n\n[101.PRE*](stkl-20260103_pre.xml)\n\n[Inline XBRL Taxonomy Extension Presentation Linkbase Document](stkl-20260103_pre.xml)\n\n104\n\nCover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)\n\n†  Indicates management contract or compensatory plan or arrangement.\n\n* Filed herewith.\n\n58\n\n**SIGNATURES**\n\nPursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.\n\n**SUNOPTA INC.**\n\n \n\n/s/ Greg Gaba\n\nGreg Gaba \n\nChief Financial Officer\n\n** **\n\nDate: April 27, 2026\n\n \n\n59"}