Cravath’s New York Office Moves to Two Manhattan West
Partner, Executive Compensation and Benefits
Jonathan J. Katz advises clients on a wide range of executive compensation and human resource‑related 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 has represented numerous founders and high‑profile executives in compensation‑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, The Best Lawyers in America 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, The Best Lawyers in America 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
Best Lawyers in America
Chambers USA
Law360
Lawdragon
The Legal 500 US
MergerLinks
Super Lawyers ‑ New York
James H. Fogelson Emerging Leadership Award, UJA-Federation of New York, 2023
Deals & Cases
November 19, 2024
On November 19, 2024, Robinhood Markets, Inc. (“Robinhood”) announced that it has entered into an agreement to acquire TradePMR, a custodial and portfolio management platform for Registered Investment Advisors. Final deal consideration is expected to be approximately $300 million, subject to customary purchase price adjustments, consisting of a mix of cash and stock. Cravath is representing Robinhood in connection with the transaction.
Deals & Cases
September 10, 2024
On September 9, 2024, IBM announced its intent to acquire Accelalpha, a global Oracle services provider with deep expertise helping clients digitize core business operations and accelerate adoption of Oracle Cloud Applications. This acquisition expands IBM's Oracle consulting expertise in supply chain and logistics, finance, enterprise performance management and customer transformation. Cravath is representing IBM in connection with the transaction.
Deals & Cases
July 08, 2024
On July 7, 2024, Paramount Global (“Paramount”), a leading global media, streaming and entertainment company, and Skydance Media (“Skydance”), a diversified media company founded to create high-quality, event-level entertainment for global audiences, announced that they have entered into a definitive agreement to form “New Paramount,” a next-generation media and technology leader, through a two-step transaction including the acquisition of National Amusements, Inc. (“NAI”), which holds the controlling share stake in Paramount, and subsequently a merger of Skydance and Paramount. Under the terms of the agreement, which has been approved by the Paramount Board of Directors, acting on the unanimous recommendation of the Special Committee of independent directors, and by NAI, Skydance will merge with Paramount in a transaction valuing New Paramount at an enterprise value of approximately $28 billion. Existing Skydance investors will receive 317 million newly issued Class B shares in New Paramount valuing Skydance at $4.75 billion based on $15 per Paramount Class B share. The Skydance Investor Group will invest up to $6 billion in offers to Class A and Class B stockholders, and use the additional capital to paydown debt and re-capitalize the balance sheet of New Paramount. NAI and its owners have entered into a definitive agreement to sell NAI to Skydance IG for $2.4 billion on a cash-free, debt-free basis. Cravath is representing the Paramount Special Committee in connection with the agreement.
Deals & Cases
April 04, 2024
On April 3, 2024, The Walt Disney Company (“Disney”) announced that, based on the tabulation of its proxy solicitor, it appears that Disney’s full slate of 12 directors has been elected by a substantial margin over the nominees of Trian and Blackwells at Disney’s 2024 Annual Meeting of Shareholders. Cravath is representing Disney in connection with this matter.
Deals & Cases
March 21, 2024
Cravath represented ODDITY Tech Ltd. (“ODDITY”) in connection with the $239 million registered secondary offering of ODDITY’s class A ordinary shares by a fund managed by L Catterton. ODDITY is a consumer tech company that builds and scales digital‑first brands for the beauty and wellness industries in the United States and internationally. ODDITY owns IL MAKIAGE and SpoiledChild. The shares were listed on the NASDAQ Global Market. The transaction closed on March 19, 2024.
Activities
December 04, 2024
On December 4, 2024, Cravath partner Jonathan J. Katz participated in the International Bar Association’s 9th Annual Corporate Governance Conference, which was held from December 4‑5 in Frankfurt, Germany. Jon co‑chaired a panel entitled “The Interaction Between Conduct, Culture and Remuneration,” which reviewed the role of the remuneration committee in scrutinizing executive reward strategies and the challenges remuneration committees are faced with from a governance perspective, including around managing regulatory and disclosure requirements and how to practically implement guidance from investors.
Publications
August 22, 2024
On August 21, 2024, Cravath prepared a memo for its clients entitled “Texas Federal Court Invalidates FTC’s Noncompete Ban Nationwide.” The memo examines the U.S. District Court for the Northern District of Texas’s recent opinion and order setting aside the Federal Trade Commission’s new final rule banning all noncompete agreements with employees and preventing its implementation nationwide.
Publications
May 06, 2024
On April 22, 2024, Tax Notes State published an article written by Cravath partners J. Leonard Teti II and Jonathan J. Katz entitled “Ohtani: State Tax Planning Potential of Deferred Compensation.” The article examines how Shohei Ohtani’s record‑breaking contract with the Los Angeles Dodgers highlights a very typical deferred compensation state planning opportunity on a grand scale and discusses the potential of similar structures in the corporate setting.
Publications
April 25, 2024
On April 25, 2024, Cravath prepared a memo for its clients entitled “FTC Adopts Rule “Banning” Non‑Compete Clauses with Workers.” The memo examines the Federal Trade Commission’s recently adopted final rule broadly deeming non‑compete clauses with “workers” to be an “unfair method of competition” under Section 5 of the Federal Trade Commission Act. The memo outlines how the final rule does not necessarily constitute a ban on non‑compete clauses, potential legal challenges to the final rule and expected future enforcement. The memo concludes with recommendations for companies to consider to ensure they are in position to adapt to the changing landscape.
Activities
December 08, 2023
Cravath partners Jonathan J. Katz and Michael L. Arnold participated in the International Bar Association’s 8th Annual Corporate Governance Conference, which was held from December 7‑8, 2023, in Frankfurt, Germany.
Jonathan J. Katz advises clients on a wide range of executive compensation and human resource‑related 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 has represented numerous founders and high‑profile executives in compensation‑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, The Best Lawyers in America 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, The Best Lawyers in America 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
Best Lawyers in America
Chambers USA
Law360
Lawdragon
The Legal 500 US
MergerLinks
Super Lawyers ‑ New York
James H. Fogelson Emerging Leadership Award, UJA-Federation of New York, 2023
Deals & Cases
November 19, 2024
On November 19, 2024, Robinhood Markets, Inc. (“Robinhood”) announced that it has entered into an agreement to acquire TradePMR, a custodial and portfolio management platform for Registered Investment Advisors. Final deal consideration is expected to be approximately $300 million, subject to customary purchase price adjustments, consisting of a mix of cash and stock. Cravath is representing Robinhood in connection with the transaction.
Deals & Cases
September 10, 2024
On September 9, 2024, IBM announced its intent to acquire Accelalpha, a global Oracle services provider with deep expertise helping clients digitize core business operations and accelerate adoption of Oracle Cloud Applications. This acquisition expands IBM's Oracle consulting expertise in supply chain and logistics, finance, enterprise performance management and customer transformation. Cravath is representing IBM in connection with the transaction.
Deals & Cases
July 08, 2024
On July 7, 2024, Paramount Global (“Paramount”), a leading global media, streaming and entertainment company, and Skydance Media (“Skydance”), a diversified media company founded to create high-quality, event-level entertainment for global audiences, announced that they have entered into a definitive agreement to form “New Paramount,” a next-generation media and technology leader, through a two-step transaction including the acquisition of National Amusements, Inc. (“NAI”), which holds the controlling share stake in Paramount, and subsequently a merger of Skydance and Paramount. Under the terms of the agreement, which has been approved by the Paramount Board of Directors, acting on the unanimous recommendation of the Special Committee of independent directors, and by NAI, Skydance will merge with Paramount in a transaction valuing New Paramount at an enterprise value of approximately $28 billion. Existing Skydance investors will receive 317 million newly issued Class B shares in New Paramount valuing Skydance at $4.75 billion based on $15 per Paramount Class B share. The Skydance Investor Group will invest up to $6 billion in offers to Class A and Class B stockholders, and use the additional capital to paydown debt and re-capitalize the balance sheet of New Paramount. NAI and its owners have entered into a definitive agreement to sell NAI to Skydance IG for $2.4 billion on a cash-free, debt-free basis. Cravath is representing the Paramount Special Committee in connection with the agreement.
Deals & Cases
April 04, 2024
On April 3, 2024, The Walt Disney Company (“Disney”) announced that, based on the tabulation of its proxy solicitor, it appears that Disney’s full slate of 12 directors has been elected by a substantial margin over the nominees of Trian and Blackwells at Disney’s 2024 Annual Meeting of Shareholders. Cravath is representing Disney in connection with this matter.
Deals & Cases
March 21, 2024
Cravath represented ODDITY Tech Ltd. (“ODDITY”) in connection with the $239 million registered secondary offering of ODDITY’s class A ordinary shares by a fund managed by L Catterton. ODDITY is a consumer tech company that builds and scales digital‑first brands for the beauty and wellness industries in the United States and internationally. ODDITY owns IL MAKIAGE and SpoiledChild. The shares were listed on the NASDAQ Global Market. The transaction closed on March 19, 2024.
Activities
December 04, 2024
On December 4, 2024, Cravath partner Jonathan J. Katz participated in the International Bar Association’s 9th Annual Corporate Governance Conference, which was held from December 4‑5 in Frankfurt, Germany. Jon co‑chaired a panel entitled “The Interaction Between Conduct, Culture and Remuneration,” which reviewed the role of the remuneration committee in scrutinizing executive reward strategies and the challenges remuneration committees are faced with from a governance perspective, including around managing regulatory and disclosure requirements and how to practically implement guidance from investors.
Publications
August 22, 2024
On August 21, 2024, Cravath prepared a memo for its clients entitled “Texas Federal Court Invalidates FTC’s Noncompete Ban Nationwide.” The memo examines the U.S. District Court for the Northern District of Texas’s recent opinion and order setting aside the Federal Trade Commission’s new final rule banning all noncompete agreements with employees and preventing its implementation nationwide.
Publications
May 06, 2024
On April 22, 2024, Tax Notes State published an article written by Cravath partners J. Leonard Teti II and Jonathan J. Katz entitled “Ohtani: State Tax Planning Potential of Deferred Compensation.” The article examines how Shohei Ohtani’s record‑breaking contract with the Los Angeles Dodgers highlights a very typical deferred compensation state planning opportunity on a grand scale and discusses the potential of similar structures in the corporate setting.
Publications
April 25, 2024
On April 25, 2024, Cravath prepared a memo for its clients entitled “FTC Adopts Rule “Banning” Non‑Compete Clauses with Workers.” The memo examines the Federal Trade Commission’s recently adopted final rule broadly deeming non‑compete clauses with “workers” to be an “unfair method of competition” under Section 5 of the Federal Trade Commission Act. The memo outlines how the final rule does not necessarily constitute a ban on non‑compete clauses, potential legal challenges to the final rule and expected future enforcement. The memo concludes with recommendations for companies to consider to ensure they are in position to adapt to the changing landscape.
Activities
December 08, 2023
Cravath partners Jonathan J. Katz and Michael L. Arnold participated in the International Bar Association’s 8th Annual Corporate Governance Conference, which was held from December 7‑8, 2023, in Frankfurt, Germany.
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