Add brown sugar, butter, and corn syrup to a saucepan.

Bring the mixture to a boil and let boil for 5 minutes. Do not stir.

Take the mixture off of the heat and add the vanilla and baking soda.

Pour the caramel over the popped popcorn.

Toss until all of the popcorn is coated.

Spread the popcorn out on a parchment or foil lined baking sheet. Bake in a preheated 200 degree oven for 10 minutes.

Scoop into bags (or tins like Kristan does) and get ready to gift to friends.