Engaged Capital LLC's Form 4 filing
SunOpta Inc.STKL · filed Mar 4, 2022
- Accession no.
- 0000921895-22-000773
- Filed
- Mar 4, 2022, 8:03 PM ET
- Trade date
- Oct 6, 2020-Mar 2, 2022
- Filing delay
- 514 daysLate
- Rule 10b5-1 plan
- Not on the form (before 2023)
This filing lists 5 non-derivative transactions. Open-market purchases total $117.5K. Open-market sales total $117.5K. It was filed 514 days after the trade, past the 2-business-day deadline.
Reporting owners
A Form 4 can have several reporting owners, such as a person and a fund they control. Trade tables show the first one.
| Owner | Relationship to the company |
|---|---|
| Engaged Capital LLCCIK 0001559771 | 10% Owner |
| Engaged Capital Flagship Fund, L.P.CIK 0001559850 | Other: See Footnote 1 |
| Engaged Capital Flagship Master Fund, LPCIK 0001580761 | Other: See Footnote 1 |
| Engaged Capital Holdings, LLCCIK 0001580769 | 10% Owner |
| Welling Glenn W.CIK 0001580771 | 10% Owner |
| Engaged Capital Flagship Fund, Ltd.CIK 0001619827 | Other: See Footnote 1 |
| Engaged Capital Co-Invest IV, LPCIK 0001680308 | Other: See Footnote 1 |
| Engaged Capital Co-Invest IV-A, LPCIK 0001810615 | Other: See Footnote 1 |
| Engaged Capital Special Situation Fund, LPCIK 0001813061 | Other: See Footnote 1 |
Non-derivative securities (Table I)
Acquisitions and disposals of common stock and similar shares, one row per line on the filing.
| Trade date | Security | Transaction | Shares | Price | Value | Shares after | Ownership | Flags |
|---|---|---|---|---|---|---|---|---|
| Oct 6, 2020 | Common Shares | JOtherAcquired | +4,831 | –F2 | – | 432,768 | Indirect | |
| Mar 2, 2022 | Common Shares | PPurchaseAcquired | +22,561 | $5.21F3 | +$117,542.81 | 5,212,126 | Indirect | |
| Mar 2, 2022 | Common Shares | SSaleDisposed | −22,561 | $5.21F3 | −$117,542.81 | 3,144,078 | Indirect | |
| Mar 2, 2022 | Common Shares | JOtherDisposed | −3,144,078 | –F6 | – | 0 | Indirect | |
| Mar 2, 2022 | Common Shares | JOtherAcquired | +447,025 | –F7 | – | 879,793 | Indirect |
Footnotes and remarks
Livermore keeps the footnotes that transaction prices refer to, all footnotes of amendments (Form 4/A) and the filing's remarks. Other footnotes, such as how indirect holdings are held or the details of a trading plan, are only in the original on SEC EDGAR.
- F2
Pursuant to the terms of Brendan Springstubb's employment arrangements with Engaged Capital, the compensation Mr. Springstubb received as a director of the Issuer was held for the benefit of Engaged Capital and its affiliates. As reported herein, pursuant to Mr. Springstubb's employment arrangements, the Engaged Capital Account (as defined below) received 4,831 Common Shares subsequent to Mr. Springstubb's departure from the Issuer's Board of Directors.
Referenced by the price of 1 transaction in Table I.
- F3
On March 2, 2022, Engaged Capital Co-Invest IV sold 22,561 Shares at $5.21 per share to Engaged Capital Flagship Master in a private transaction.
Referenced by the price of 2 transactions in Table I.
- F6
On March 2, 2022, Engaged Capital Co-Invest IV engaged in a pro rata distribution of 3,144,078 shares to its partners for no consideration (the "Engaged Capital Co-Invest IV Distribution"). Represents the distribution of 3,144,078 shares of common stock of the Issuer held by Engaged Capital Co-Invest IV pursuant to the Engaged Capital Co-Invest IV Distribution.
Referenced by the price of 1 transaction in Table I.
- F7
The Engaged Capital Account received 447,025 shares of common stock in the Engaged Capital Co-Invest IV Distribution.
Referenced by the price of 1 transaction in Table I.