UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
___________________________

FORM 8-K

CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): May 722, 2025

SUNOPTA INC.
(Exact name of registrant as specified in its charter)

Canada	001-34198	Not Applicable
(State or other jurisdiction	(Commission	(IRS Employer
of incorporation)	File Number)	Identification No.)

7078 Shady Oak Road
Eden Prairie, Minnesota, 55344
(Address of principal executive offices) (ZIP Code)

Registrant’s telephone number, including area code: (952) 820-2518

Not Applicable
(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbols	Name of each exchange on which registered
Common Shares	STKL	The Nasdaq Stock Market LLC
Common Shares	SOY	The Toronto Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b -2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

ITEM 25.0207. ~~RESULTS~~SUBMISSION OF ~~OPERATIONS~~MATTERS ~~AND~~TO ~~FINANCIAL~~A ~~CONDITION~~VOTE OF SECURITY HOLDERS

OnSunOpta Inc. (the "Company") held an Annual and Special Meeting of Shareholders on May 722, 2025, ~~SunOpta~~(the ~~Inc~~"Meeting"). The matters voted upon at the Meeting included: (1) the "election of eight directors of the Company" for the ensuing year; (2) ~~issued~~the aappointment ~~press~~of ~~release~~Ernst ~~announcing~~& ~~financial~~Young ~~results~~LLP as the independent registered public accounting firm and auditor of the Company for the ~~first~~ensuing ~~quarter~~year ~~ended~~and ~~March~~to 29authorize the Audit Committee of the Company to fix their remuneration; (3) a non-binding, ~~2025.~~advisory Aresolution ~~copy~~to approve the compensation of the ~~press~~Company's ~~release~~named isexecutive ~~furnished~~officers; as(4) ~~Exhibit~~reconfirmation ~~99.1~~of the Company's amended and restated shareholder rights plan; and (5) approval of an amendment to ~~this~~the ~~Current~~Company's ~~Report~~employee onstock ~~Form~~purchase ~~8-K~~plan to eliminate the plan termination date.

~~The~~Our ~~information~~scrutineer inreported ~~Item 2.02 of this Current Report, including but not limited to Exhibit 99.1 attached hereto, is furnished and shall not be deemed "filed" for purposes of Section 18 of~~ the ~~Securities~~vote ~~Exchange Act~~ of ~~1934, as amended (~~the ~~"Exchange~~shareholders ~~Act"), or otherwise subject to the liabilities of that section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933,~~ as ~~amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.~~follows:

~~ITEM 8~~1.01 ~~OTHER~~Election ~~EVENTS~~of Directors

On May 7, 2025, the Company also announced that its Board of Directors authorized a share repurchase program for the repurchase of up to $25 million of the Company's outstanding common shares (the "Share Repurchase Program"). The Share Repurchase Program does not obligate the Company to acquire common shares on a particular timeline. Any repurchases under the Share Repurchase Program may be made by means of open market transactions effected through the facilities of The Nasdaq Stock Market LLC in compliance with Rule 10b-18 of the Exchange Act and other applicable legal requirements. The actual number of shares purchased, the timing of purchases, and the price at which shares will be purchased under the Share Repurchase Program will be determined by the Company's management, and will depend on factors including, but not limited to, the Company's progress towards its leverage target, financial position, capital allocation priorities, market conditions and regulatory requirements. There is no assurance that any common shares will be purchased under the Share Repurchase Program and the Company may elect to suspend or discontinue the program without notice at any time.

Director Name	Votes For	Votes Against	Abstentions	Broker Non-Votes
Dr. Albert Bolles	82,685,241	8,532,839	25,596	14,408,068
Rebecca Fisher	89,408,153	1,775,223	60,300	14,408,068
Dean Hollis	84,099,050	7,117,994	26,632	14,408,068
Brian Kocher	90,279,515	942,356	21,805	14,408,068
David J. Lemmon	89,516,102	1,695,623	31,951	14,408,068
Diego Reynoso	86,684,860	4,401,656	157,160	14,408,068
Leslie Starr	89,022,318	2,195,058	26,300	14,408,068
Mahes S. Wickramasinghe	90,185,175	1,030,687	27,814	14,408,068

2. Appointment of Independent Registered Public Accounting Firm

Votes For	Votes Against	Abstentions	Broker Non-Votes
104,201,095	1,398,120	52,529	-

3. Advisory Resolution Regarding the Compensation of the Company's Named Executive Officers

Votes For	Votes Against	Abstentions	Broker Non-Votes
86,684,860	4,401,656	157,160	14,408,068

4. Reconfirmation of the Company's Amended and Restated Shareholder Rights Plan

Votes For	Votes Against	Abstentions	Broker Non-Votes
89,037,483	2,132,205	73,988	14,408,068

5. Approval of an Amendment to the Company's Employee Stock Purchase Plan

Votes For	Votes Against	Abstentions	Broker Non-Votes
90,174,977	933,267	75,432	14,408,068

ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS

(d) Exhibits

Exhibit No.	Description
99.1	Press Release, dated May 7, 2025, announcing financial results for the first quarter ended March 29, 2025.
104	Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

SUNOPTA INC.	~~SUNOPTA INC.~~
By	By/s/ Chris McCullough	~~/s/ Greg Gaba~~
		Greg Gaba
	Chris McCullough
		Chief Financial Officer
	General Counsel and Corporate Secretary
Date	~~Date~~May 27, 2025	~~May 7, 2025~~

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