Ownership Submission
FORM 3
 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
  Barnett Jill
 2. Date of Event Requiring Statement (Month/Day/Year)
01/18/2016		 3. Issuer Name and Ticker or Trading Symbol
SunOpta Inc. [STKL]
(Last)
(First)
(Middle)
SUNOPTA INC., 7301 OHMS LANE, SUITE 600		 4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
General Counsel
 5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

EDINA, MN 55439		 6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4)		 2. Amount of Securities Beneficially Owned
(Instr. 4)		 3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)		 4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Common shares 725
D
 

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)		 2. Date Exercisable and Expiration Date
(Month/Day/Year)		 3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)		 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)		 6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Options   (1) 08/12/2024 Common shares 5,000 $ 13.86 D  
Stock options   (2) 05/12/2025 Common shares 5,398 $ 10.08 D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Barnett Jill
SUNOPTA INC.
7301 OHMS LANE, SUITE 600
EDINA, MN 55439		       General Counsel  

Signatures

/s/ Jill Barnett 01/25/2016
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) These options became or will become exercisable in five equal annual installments on each of August 12, 2015, 2016, 2017, 2018 and 2019. These options qualify as incentive stock options.
(2) These options will become exercisable in five annual installments. The first installment of 1,080 options will become exercisable on May 12, 2016. The second installment of 1,079 options will become exercisable on May 12, 2017. The third installment of 1,080 options will become exercisable on May 12, 2018. The fourth installment of 1,079 options will become exercisable on May 12, 2019. The fifth installment of 1,080 options will become exercisable on May 12, 2020. These options qualify as incentive stock options.

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