Before beginning, sort out and discard any unpopped popcorn kernels.

Prepare a baking sheet with parchment paper and set aside.

In a Dutch oven or large pot, add the butter, pecan pieces and brown sugar.

Over medium heat bring the mixture to a boil. Allow to boil for 3 minutes, stirring frequently.

After 3 minutes, stir in the baking soda and salt and immediately remove from the heat.

Stir the popcorn into the caramel mixture taking care not to break the popcorn kernels or burn yourself.

Spread the caramel coated popcorn onto the prepared baking sheet and allow to cool and dry completely.

Store in an airtight container.