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Whole Foods CEO gives up chairman title -filing

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Thu Dec 24, 2009 5:06pm EST

* Mackey to remain on board

* Elstrott to assume chairman title

* Lead director title retired

LOS ANGELES, Dec 24 (Reuters) - Whole Foods Market Inc WFMI.O co-founder and Chief Executive John Mackey gave up his chairman title in response to calls by corporate activists to separate the top jobs at the organic grocery company, a securities filing on Thursday showed.

Mackey, who has held the chairman post since the company's inception in 1978, will remain a member of the board of directors, the filing with the U.S. Securities and Exchange Commission. Board member and lead director John Elstrott will assume the title of chairman, the filing said.

Whole Foods attempted unsuccessfully to head off complaints over the combined roles by creating the title of lead director in 2000 and transferring the chairman's duties to that position, the filing said.

The move did not quell calls for Mackey to relinquish the dual title, and he agreed to do so "to avoid unnecessary distraction and protect the company's corporate governance profile", the filing said.

As a result, the lead director title will be retired and all duties associated with the position will be shifted back to the chairman, the filing said.

Whole Foods shares closed down 0.4 percent at $28.41 on Thursday on Nasdaq. (Reporting by Gina Keating, editing by Leslie Gevirtz)

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