Four Decades for Justice
Partner, Executive Compensation and Benefits
Jonathan J. Katz advises clients on a wide range of executive compensation matters. His transactional practice involves advising on mergers and acquisitions, divestitures, spin‑offs, joint ventures and private equity transactions. He also regularly counsels both corporate and individual clients on the design, negotiation and implementation of employment agreements and incentive compensation programs. Additionally, Mr. Katz handles securities law compliance matters relating to executive compensation, including new and evolving regulatory matters, such as clawback rules, pay vs. performance disclosure and related matters.
Mr. Katz’s clients have included Ashland, Atlas Air, Banco Santander, BDT Capital Partners, Biogen, Brookfield, Canadian National Railway, Daily Mail, Disney, Eurazeo, IBM, Johnson & Johnson, Kenvue, Kraft Heinz, Lindsay Goldberg, Northrop Grumman, Novartis, Robinhood, Time Warner, Unilever, US Foods, Valvoline and Viatris.
Mr. Katz’s notable transactions include representing:
Mr. Katz has been recognized for his work in the employee benefits and executive compensation area by Chambers USA, The Legal 500 US and Super Lawyers. In 2019, he was named a “Rising Star” by Law360, recognizing him as one of five outstanding benefits lawyers in the nation under the age of 40. He has also been named by Lawdragon as one of “500 Leading U.S. Corporate Employment Lawyers” and has been listed as a Top Employment Lawyer in North America by MergerLinks.
Mr. Katz is a recipient of the James H. Fogelson Emerging Leadership Award from the UJA-Federation of New York.
Mr. Katz was born in Philadelphia, Pennsylvania. He received a B.S. from Cornell University in 2003, a J.D. summa cum laude from Cardozo School of Law in 2007, where he was Notes Editor of the Law Review, and an LL.M. from New York University School of Law in 2013.
Mr. Katz joined Cravath in 2007 and was elected a partner in 2015. He is Co‑Chair of the Diversity Committee.
Mr. Katz’s clients have included Ashland, Atlas Air, Banco Santander, BDT Capital Partners, Biogen, Brookfield, Canadian National Railway, Daily Mail, Disney, Eurazeo, IBM, Johnson & Johnson, Kenvue, Kraft Heinz, Lindsay Goldberg, Northrop Grumman, Novartis, Robinhood, Time Warner, Unilever, US Foods, Valvoline and Viatris.
Mr. Katz’s notable transactions include representing:
Mr. Katz has been recognized for his work in the employee benefits and executive compensation area by Chambers USA, The Legal 500 US and Super Lawyers. In 2019, he was named a “Rising Star” by Law360, recognizing him as one of five outstanding benefits lawyers in the nation under the age of 40. He has also been named by Lawdragon as one of “500 Leading U.S. Corporate Employment Lawyers” and has been listed as a Top Employment Lawyer in North America by MergerLinks.
Mr. Katz is a recipient of the James H. Fogelson Emerging Leadership Award from the UJA-Federation of New York.
Mr. Katz was born in Philadelphia, Pennsylvania. He received a B.S. from Cornell University in 2003, a J.D. summa cum laude from Cardozo School of Law in 2007, where he was Notes Editor of the Law Review, and an LL.M. from New York University School of Law in 2013.
Mr. Katz joined Cravath in 2007 and was elected a partner in 2015. He is Co‑Chair of the Diversity Committee.
International Bar Association
Law360
Chambers USA
Law360
Lawdragon
The Legal 500 US
MergerLinks
Super Lawyers ‑ Rising Stars ‑ New York
James H. Fogelson Emerging Leadership Award, UJA-Federation of New York, 2023
Deals & Cases
November 30, 2023
Cravath represented the administrative agent, sole lead arranger and sole bookrunner in connection with a £375 million term loan facility made available to Mars, Incorporated to finance the recommended acquisition of Hotel Chocolat Group plc. Mars, Incorporated is one of the world’s largest privately-held, family-owned businesses with a history of successfully building and growing market-leading consumer brands for over 100 years. The transaction closed on November 16, 2023.
Deals & Cases
November 20, 2023
On November 14, 2023, engineering and technology company Technip Energies announced the launch of Reju, a company focused on PET (Polyethylene terephthalate) recycling of textiles that will leverage technology co‑developed in a joint venture with IBM and Under Armour. IBM, Under Armour and Technip Energies have been working together since 2021 to bring VolCat, an IBM technology for rejuvenating waste PET packaging and polyester, to an industrial scale. VolCat allows the selective breakdown of polymers which IBM first applied to technologies like semiconductor lithography and microelectronics packaging, which Reju intends to use to address hard‑to‑recycle polyester garments and PET packaging lost to the waste stream. Cravath is representing IBM in connection with the joint venture and matters relating to the establishment of Reju.
Deals & Cases
October 02, 2023
On October 1, 2023, Viatris Inc. (“Viatris”), a global healthcare company, announced it has received an offer for the divestiture of substantially all of its Over-the-Counter (“OTC”) business, and has entered into definitive agreements to divest its Women’s Healthcare business, its Active Pharmaceutical Ingredient (“API”) business in India and commercialization rights in certain non-core markets that were acquired as part of the combination with Upjohn. The total transactions value, including Viatris’s 2022 divestiture of its biosimilars business, represents up to $6.94 billion of total gross proceeds. The estimated transaction value for the divestitures announced today is $3.6 billion, including gross consideration of up to approximately $2.17 billion for the divestiture of substantially all of its OTC business, and up to approximately $1.2 billion combined for the divestitures of its API and Women’s Healthcare businesses. Cravath is representing Viatris in connection with the transactions.
Deals & Cases
July 28, 2023
On July 28, 2023, Biogen Inc. (“Biogen”) and Reata Pharmaceuticals, Inc. (“Reata”) announced that they have entered into a definitive agreement under which Biogen has agreed to acquire Reata for $172.50 per share in cash, reflecting an enterprise value of approximately $7.3 billion. Cravath is representing Biogen in connection with the transaction.
Deals & Cases
July 17, 2023
On July 17, 2023, Proximus Group announced that it has signed a definitive agreement to acquire, through Proximus Opal, an approximately 58% interest in Route Mobile, a global company specialized in CPaaS services, from the founding shareholders of Route Mobile. As part of the agreement, some of the founding shareholders will reinvest in a minority stake in Proximus Opal, a subsidiary of the Proximus Group and the holding company of Telesign, Proximus’s U.S.‑based affiliate. Cravath, alongside Slaughter and May, AZB & Partners and NautaDutilh, is representing Route Mobile and its founding shareholders in connection with the transaction.
Activities & Publications
November 13, 2023
On November 7, 2023, Cravath prepared a memo for its clients entitled “New York Passes Law Restricting Scope of Employee IP Assignment Agreements.” The memo examines the new Section 203-f of the New York Labor Law recently signed by Governor Hochul, which renders unenforceable assignment provisions with respect to certain inventions in employment agreements. The memo outlines what types of agreements the law renders unenforceable, its exceptions, the consequences of violating the law, notice requirements and next steps for employers to consider.
Accolades
September 25, 2023
On September 22, 2023, Cravath partners Eric W. Hilfers, Amanda Hines Gold, Jonathan J. Katz and Matthew J. Bobby were named to Lawdragon’s 2024 list of “500 Leading Corporate Employment Lawyers” in recognition of their work advising clients on executive compensation and benefits matters. The list recognizes the “unsurpassed experts who try to keep the balance between Corporate America and its workers.”
Podcasts
September 12, 2023
Jon Katz is a partner in the Executive Compensation and Benefits Department at Cravath who started his career as a tax associate at the Firm. In the Season 6 premiere of On Tax, he and fellow Cravath partner and host Len Teti talk about working together as associates on large transactions. Jon also discusses the unexpected conversation that led him to join the Firm’s Executive Compensation and Benefits Department, and the advice he offers law students.
Activities & Publications
June 26, 2023
On June 23, 2023, Cravath prepared a memo for its clients entitled “NYS Assembly Passes Bill Banning Post‑Employment Covenants Not To Compete.” The memo examines Assembly Bill A1278B, which was passed by the New York State Assembly on June 20, 2023, a version having previously been passed by the New York State Senate, and which provides for a broad ban on post‑employment noncompete restrictions. If the bill is signed into law, New York will join California as one of the most restrictive states in the U.S. with respect to post‑employment covenants not to compete. The memo outlines the types of agreements the bill bans, who is considered a covered individual, the exceptions the bill includes and the consequences for violating the law.
Activities & Publications
June 15, 2023
On June 15, 2023, Cravath prepared a memo for its clients entitled “NYSE and Nasdaq Clawback Listing Standards Effective as of October 2, 2023.” The memo examines amendments proposed by the New York Stock Exchange and the Nasdaq Stock Market to their listing standards in order to implement the clawback requirements of the Dodd‑Frank Act, which were recently approved by the U.S. Securities and Exchange Commission. The memo outlines timeline considerations and recommended next steps for companies following the amendments’ approval.
Jonathan J. Katz advises clients on a wide range of executive compensation matters. His transactional practice involves advising on mergers and acquisitions, divestitures, spin‑offs, joint ventures and private equity transactions. He also regularly counsels both corporate and individual clients on the design, negotiation and implementation of employment agreements and incentive compensation programs. Additionally, Mr. Katz handles securities law compliance matters relating to executive compensation, including new and evolving regulatory matters, such as clawback rules, pay vs. performance disclosure and related matters.
Mr. Katz’s clients have included Ashland, Atlas Air, Banco Santander, BDT Capital Partners, Biogen, Brookfield, Canadian National Railway, Daily Mail, Disney, Eurazeo, IBM, Johnson & Johnson, Kenvue, Kraft Heinz, Lindsay Goldberg, Northrop Grumman, Novartis, Robinhood, Time Warner, Unilever, US Foods, Valvoline and Viatris.
Mr. Katz’s notable transactions include representing:
Mr. Katz has been recognized for his work in the employee benefits and executive compensation area by Chambers USA, The Legal 500 US and Super Lawyers. In 2019, he was named a “Rising Star” by Law360, recognizing him as one of five outstanding benefits lawyers in the nation under the age of 40. He has also been named by Lawdragon as one of “500 Leading U.S. Corporate Employment Lawyers” and has been listed as a Top Employment Lawyer in North America by MergerLinks.
Mr. Katz is a recipient of the James H. Fogelson Emerging Leadership Award from the UJA-Federation of New York.
Mr. Katz was born in Philadelphia, Pennsylvania. He received a B.S. from Cornell University in 2003, a J.D. summa cum laude from Cardozo School of Law in 2007, where he was Notes Editor of the Law Review, and an LL.M. from New York University School of Law in 2013.
Mr. Katz joined Cravath in 2007 and was elected a partner in 2015. He is Co‑Chair of the Diversity Committee.
Mr. Katz’s clients have included Ashland, Atlas Air, Banco Santander, BDT Capital Partners, Biogen, Brookfield, Canadian National Railway, Daily Mail, Disney, Eurazeo, IBM, Johnson & Johnson, Kenvue, Kraft Heinz, Lindsay Goldberg, Northrop Grumman, Novartis, Robinhood, Time Warner, Unilever, US Foods, Valvoline and Viatris.
Mr. Katz’s notable transactions include representing:
Mr. Katz has been recognized for his work in the employee benefits and executive compensation area by Chambers USA, The Legal 500 US and Super Lawyers. In 2019, he was named a “Rising Star” by Law360, recognizing him as one of five outstanding benefits lawyers in the nation under the age of 40. He has also been named by Lawdragon as one of “500 Leading U.S. Corporate Employment Lawyers” and has been listed as a Top Employment Lawyer in North America by MergerLinks.
Mr. Katz is a recipient of the James H. Fogelson Emerging Leadership Award from the UJA-Federation of New York.
Mr. Katz was born in Philadelphia, Pennsylvania. He received a B.S. from Cornell University in 2003, a J.D. summa cum laude from Cardozo School of Law in 2007, where he was Notes Editor of the Law Review, and an LL.M. from New York University School of Law in 2013.
Mr. Katz joined Cravath in 2007 and was elected a partner in 2015. He is Co‑Chair of the Diversity Committee.
International Bar Association
Law360
Chambers USA
Law360
Lawdragon
The Legal 500 US
MergerLinks
Super Lawyers ‑ Rising Stars ‑ New York
James H. Fogelson Emerging Leadership Award, UJA-Federation of New York, 2023
Deals & Cases
November 30, 2023
Cravath represented the administrative agent, sole lead arranger and sole bookrunner in connection with a £375 million term loan facility made available to Mars, Incorporated to finance the recommended acquisition of Hotel Chocolat Group plc. Mars, Incorporated is one of the world’s largest privately-held, family-owned businesses with a history of successfully building and growing market-leading consumer brands for over 100 years. The transaction closed on November 16, 2023.
Deals & Cases
November 20, 2023
On November 14, 2023, engineering and technology company Technip Energies announced the launch of Reju, a company focused on PET (Polyethylene terephthalate) recycling of textiles that will leverage technology co‑developed in a joint venture with IBM and Under Armour. IBM, Under Armour and Technip Energies have been working together since 2021 to bring VolCat, an IBM technology for rejuvenating waste PET packaging and polyester, to an industrial scale. VolCat allows the selective breakdown of polymers which IBM first applied to technologies like semiconductor lithography and microelectronics packaging, which Reju intends to use to address hard‑to‑recycle polyester garments and PET packaging lost to the waste stream. Cravath is representing IBM in connection with the joint venture and matters relating to the establishment of Reju.
Deals & Cases
October 02, 2023
On October 1, 2023, Viatris Inc. (“Viatris”), a global healthcare company, announced it has received an offer for the divestiture of substantially all of its Over-the-Counter (“OTC”) business, and has entered into definitive agreements to divest its Women’s Healthcare business, its Active Pharmaceutical Ingredient (“API”) business in India and commercialization rights in certain non-core markets that were acquired as part of the combination with Upjohn. The total transactions value, including Viatris’s 2022 divestiture of its biosimilars business, represents up to $6.94 billion of total gross proceeds. The estimated transaction value for the divestitures announced today is $3.6 billion, including gross consideration of up to approximately $2.17 billion for the divestiture of substantially all of its OTC business, and up to approximately $1.2 billion combined for the divestitures of its API and Women’s Healthcare businesses. Cravath is representing Viatris in connection with the transactions.
Deals & Cases
July 28, 2023
On July 28, 2023, Biogen Inc. (“Biogen”) and Reata Pharmaceuticals, Inc. (“Reata”) announced that they have entered into a definitive agreement under which Biogen has agreed to acquire Reata for $172.50 per share in cash, reflecting an enterprise value of approximately $7.3 billion. Cravath is representing Biogen in connection with the transaction.
Deals & Cases
July 17, 2023
On July 17, 2023, Proximus Group announced that it has signed a definitive agreement to acquire, through Proximus Opal, an approximately 58% interest in Route Mobile, a global company specialized in CPaaS services, from the founding shareholders of Route Mobile. As part of the agreement, some of the founding shareholders will reinvest in a minority stake in Proximus Opal, a subsidiary of the Proximus Group and the holding company of Telesign, Proximus’s U.S.‑based affiliate. Cravath, alongside Slaughter and May, AZB & Partners and NautaDutilh, is representing Route Mobile and its founding shareholders in connection with the transaction.
Activities & Publications
November 13, 2023
On November 7, 2023, Cravath prepared a memo for its clients entitled “New York Passes Law Restricting Scope of Employee IP Assignment Agreements.” The memo examines the new Section 203-f of the New York Labor Law recently signed by Governor Hochul, which renders unenforceable assignment provisions with respect to certain inventions in employment agreements. The memo outlines what types of agreements the law renders unenforceable, its exceptions, the consequences of violating the law, notice requirements and next steps for employers to consider.
Accolades
September 25, 2023
On September 22, 2023, Cravath partners Eric W. Hilfers, Amanda Hines Gold, Jonathan J. Katz and Matthew J. Bobby were named to Lawdragon’s 2024 list of “500 Leading Corporate Employment Lawyers” in recognition of their work advising clients on executive compensation and benefits matters. The list recognizes the “unsurpassed experts who try to keep the balance between Corporate America and its workers.”
Podcasts
September 12, 2023
Jon Katz is a partner in the Executive Compensation and Benefits Department at Cravath who started his career as a tax associate at the Firm. In the Season 6 premiere of On Tax, he and fellow Cravath partner and host Len Teti talk about working together as associates on large transactions. Jon also discusses the unexpected conversation that led him to join the Firm’s Executive Compensation and Benefits Department, and the advice he offers law students.
Activities & Publications
June 26, 2023
On June 23, 2023, Cravath prepared a memo for its clients entitled “NYS Assembly Passes Bill Banning Post‑Employment Covenants Not To Compete.” The memo examines Assembly Bill A1278B, which was passed by the New York State Assembly on June 20, 2023, a version having previously been passed by the New York State Senate, and which provides for a broad ban on post‑employment noncompete restrictions. If the bill is signed into law, New York will join California as one of the most restrictive states in the U.S. with respect to post‑employment covenants not to compete. The memo outlines the types of agreements the bill bans, who is considered a covered individual, the exceptions the bill includes and the consequences for violating the law.
Activities & Publications
June 15, 2023
On June 15, 2023, Cravath prepared a memo for its clients entitled “NYSE and Nasdaq Clawback Listing Standards Effective as of October 2, 2023.” The memo examines amendments proposed by the New York Stock Exchange and the Nasdaq Stock Market to their listing standards in order to implement the clawback requirements of the Dodd‑Frank Act, which were recently approved by the U.S. Securities and Exchange Commission. The memo outlines timeline considerations and recommended next steps for companies following the amendments’ approval.
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