Pop the Popcorn: Make popcorn according to package directions. If making from kernels, heat oil over medium heat in a large pan, throw a few kernels in, and put the lid on. Once those pop, quickly put in the rest of the kernels and cover. Slightly move over heat while popping to stop the kernels from burning. Take off heat once you hear 2-3 seconds between pops.

Preheat Oven: Preheat oven to 250°F (120°C).

Prepare Baking Sheet: Put popcorn and nuts over parchment paper or a silicone mat for a baking sheet.

Make the Caramel: Heat brown sugar, corn syrup, and butter together in a medium saucepan over medium heat. Constantly stir until the caramel boils. Let boil 2 minutes without stirring. Stir in baking soda.

Coat the Popcorn: Immediately pour the caramel over the popcorn and nut mixture and mix until well coated.

Bake and Stir: Put the mixture in the oven for 45 minutes, stirring every 15 minutes to ensure it's all coated.

Cool and Set: Let the mixture sit in the baking sheet on the counter until set.

Add Chocolate: If you'd like chocolate chips, heat the chips in a microwave-proof bowl at 30-second intervals and stir until melted, or use a double boiler to melt. Use a fork to drizzle the melted chocolate over the popcorn mixture and let set. Enjoy!