Preheat Oven
Preheat your oven to 250°F (120°C). Line a large baking sheet with parchment paper or a silicone baking mat.

Pop the Popcorn
Prepare 10 cups of plain popcorn and place it in a large mixing bowl. Remove all unpopped kernels to avoid biting into them later.

Make the Caramel Sauce
In a medium saucepan over medium heat, melt the butter. Stir in the brown sugar, corn syrup, and salt. Bring to a boil while stirring constantly. Once boiling, stop stirring and allow it to boil for 4–5 minutes.

Add Baking Soda and Vanilla
Remove the saucepan from heat and quickly stir in the baking soda and vanilla. The mixture will bubble up—this is normal and creates a light, crisp caramel texture.

Coat the Popcorn
Immediately pour the caramel sauce over the popcorn. Stir gently and thoroughly to coat all the popcorn evenly.

Bake the Caramel Corn
Spread the caramel-coated popcorn onto the prepared baking sheet in an even layer. Bake for 1 hour, stirring every 15 minutes to ensure even coating and crisp texture.

Cool and Store
Remove from the oven and let it cool completely on the baking sheet. Once cooled, break into clusters and store in an airtight container.