Preheat the oven to 200 degrees and line a couple of baking sheets with foil/parchment paper.

On medium heat, combine first four ingredients in a tall-sided stock pot. Stir occasionally, and let the ingredients boil for 5 minutes. Remove from heat and stir in baking soda. The caramel will begin to get light and frothy.

Slowly add the popped popcorn into the pot of caramel. Mix until every piece is coated (you may need to transfer the popcorn + caramel into a large bowl depending on how large your stock pot is).

Transfer the caramel corn onto the prepared baking sheets–you’ll want the popcorn to lay in a single layer on the pan. 

Bake at 200 degrees for 1-2 hours or until the caramel corn has reached your desired crunchiness. Remove the baking sheets from the oven every 30ish minutes to stir the popcorn.

Once the popcorn is perfectly baked, remove from the oven and season with a bit more salt. Set aside to let it cool completely before serving.

Store remaining caramel corn in an airtight container.