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Hook steps down as Integer Holdings CEO; had moved Greatbatch to Texas

Thomas J. Hook, the Integer Holdings Corp. CEO who moved the former Greatbatch Ltd.'s headquarters from Clarence to Texas, has resigned as the medical products manufacturer's president and CEO.

Hook's resignation after 11 years as Integer's CEO and 13 years after he joined the company caused the company's stock to tumble by 6 percent, or $2.60, to $38.10 per share on Monday.

Hook will remain on the Integer board of directors until the company's annual shareholder's meeting, which has not yet been scheduled this year but traditionally is held during mid-May.

Integer, in a filing with the Securities and Exchange Commission, characterized Hook's departure as a "termination with good reason."

In that instance, Hook had the right to terminate his employment with Integer if the company reduced his authority or duties, or cut his salary. Hook also could end his employment if the company moved its headquarters or violated the terms of the employment agreement he signed with the company last August.

Integer, in the filing, did not specify the reason.

"It was a mutual and amicable decision," said Kelly Butler, an Integer spokeswoman in Frisco, Texas. "Our strategy will remain intact."

However, a termination with good reason largely protects the value of Hook's severance package. He is entitled to receive a lump sun payment of $800,000 - equal to his annual salary - along with another $800,000 payment as severance.

All of Hook's stock options and restricted stock also become vested, which gives Hook ownership of those shares on an accelerated timetable. Giving Hook full ownership over the stock-based compensation he has received over the years is worth more than $3 million, according to SEC filings.

Joseph W. Dziedzic, an Integer director since 2013 and a former executive vice president and chief financial officer at The Brinks Co. from 2009 to 2016, has been named interim president and CEO.

Dziedzic will be paid $45,000 a month as interim CEO - a rate that works out to $540,000 a year. He also will receive up to $720,000 in Integer stock if he serves as Integer's top executive for a full year, the SEC filing said.

"I am proud of what we have accomplished as a team, and I strongly believe that Integer has the strengths and capabilities to continue its growth in our industry," Hook said in a statement. During Hook's tenure, Integer's market value rose to $1.4 billion from $200 million.

The company was founded in 1970 by Wilson Greatbatch, the local inventor who developed the pacemaker battery, and had grown to 680 workers by 2012. But nine months after Greatbatch died, the company announced it was moving its headquarters to Frisco, Texas, to be closer to the cluster of medical device manufacturers there.

Since then, its workforce in the Buffalo Niagara region has grown to about 985 workers today, spread out between four facilities in Clarence, Alden and Orchard Park. The company said in October that it would close its Greatbatch Medical plant on Barton Road in Clarence, eliminating 120 jobs.

That closing was part of a move by Integer to consolidate its machined component manufacturing at a plant in Brooklyn Park, Minn., that is operated by another integer subsidiary, Lake Region Medical, which Integer acquired in 2015.

“Given our sound financial footing and the substantial completion of the Lake Region Medical integration, the Board and Tom agree that now is the right time to transition leadership for Integer’s next period of growth," said William Sanford, Integer's chairman.

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