X0306 4/A 2019-06-14 2019-06-18 0 0000351834 SunOpta Inc. STKL 0001701397 Duchscher Robert 7301 OHMS LANE SUITE 600 EDINA MN 55439 0 1 0 0 Chief Information Officer Performance Stock Units 2019-06-14 4 A 0 45226 0.00 A Common Shares 45226 45226 D Each Performance Stock Unit represents a contingent right to receive one share of STKL common stock. This amendment is 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, excluding the international organic ingredients and organic soy and corn operations (the "Performance Measure"), as reported by the Company in its Annual Report on Form 10-K for its 2019 fiscal year. If the Performance Measure is less than $20.9 million, none of the PSUs will vest. If the Performance Measure is greater than $20.9 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 the Performance Measure achieved, as specified in the vesting table. If the Performance Measure is greater than or equal to $38.4 million, all of the PSUs will vest. Vesting is also subject to continued employment of the reporting person through vesting date. The Performance Stock Units do not have an expiration date. /s/ Jill Barnett, attorney-in-fact 2019-06-19