X0306 4/A 2019-06-14 2019-06-18 0 0000351834 SunOpta Inc. STKL 0001664397 Barnett Jill SUNOPTA INC., 7301 OHMS LANE EDINA MN 55439 0 1 0 0 VP, General Counsel, Secretary Performance Stock Units 2019-06-14 4 A 0 48097 0.00 A Common Shares 48097 48097 D Each Performance Stock Unit represents a contingent right to receive one share of STKL common stock. This amendment is being filed for the sole purpose of amending and restating footnote (2) to the original Form 4 as follows: The Performance Stock Units ("PSUs") vest based upon the Company's Adjusted EBITDA as publicly reported by the Company in its Annual Report on Form 10-K for its 2019 fiscal year. If 2019 Adjusted EBITDA is less than $44.2 million, none of the PSUs will vest. If 2019 Adjusted EBITDA is greater than $44.2 million, a percentage of the PSUs, ranging from 33% to 100%, will vest in accordance with a vesting table. The vested amount increases by one percentage point for each level of Adjusted EBITDA achieved, as specified in the vesting table. If the 2019 Adjusted EBITDA is greater than or equal to $69.2 million, all of the PSUs will vest. Vesting is also subject to continued employment of the reporting person through the vesting date. The Performance Stock Units do not have an expiration date. /s/ Jill Barnett 2019-06-19