Air pop popcorn, remove un-popped kernels and place in a large bowl.

In a saucepan over medium-high heat, combine butter, Truvia, brown sugar, protein powder, honey, and water.

Whisk continuously and bring to a boil, let boil for one minute then remove from heat.

Stir in vanilla extract, salt, and baking soda and mix until combined.

Pour caramel mixture over popcorn and gently stir until popcorn is evenly coated.

Let cool completely before serving.