JOHNATHAN GREENBERG, CHRISTOPHER GALE, ROBERT GIZA, and MICHAEL TURRIZIANI v. JOHNSON CONTROLS, INC.
No. 2:24-cv-02521
IN THE UNITED STATES DISTRICT COURT FOR THE EASTERN DISTRICT OF PENNSYLVANIA
July 10, 2025
GAIL A. WEILHEIMER, J.
July 10, 2025
I. INTRODUCTION
Before this Court is Defendant Johnson Controls Inc.‘s (JCI) Motion to Transfer Venue to the U.S. District Court for the Eastern District of Wisconsin pursuant to
II. BACKGROUND AND PROCEDURAL POSTURE
Prior to this matter being administratively relisted to the Undersigned, it was presided over by Judge John Milton Younge. The Honorable Judge Younge aptly summarized the facts of this case as it relates to the above-named parties as follows:
This litigation, involving both company employees and management, stems from a disagreement over the commission payment structure utilized by Defendant [JCI] in the employment of Plaintiffs Jonathan Greenberg, Christopher Gale, Robert Giza, and Michael Turriziani. Plaintiffs are HVAC Account Executives, who serve as commissioned salespersons of HVAC systems to commercial enterprises through JCI‘s Horsham, PA branch office. Plaintiffs have been employed by JCI for 12 to 19 years and each has held their position during the pertinent period in question.
Payment of commissions to Account Executives is governed by JCI‘s written incentive [compensation] plan, by which the Plaintiffs have received compensation during each year of their employment with JCI. In this action, the specific incentive plan that is in dispute is entitled “Incentive Plan - HVAC Smart Building, Complex and Account Sales” (the “2023 Plan“). The 2023 Plan went into effect on October 1, 2022 and expired on September 30, 2023. According to [Plaintiffs‘] representation of the plan, for most sales, Account Executives were due commissions of 6% of the profits of each sale. Of this commission, Plaintiffs were to be paid 20 to 25% of the total commissions at the time a sale is booked, while the balance of 75 to 80% percent of the commissions were to be paid to Plaintiffs over the duration of the project until the job transferred to warranty. The Plaintiffs further allege that irrespective of whether booked jobs were completed during the time when the 2023 plan was in effect or in subsequent years thereafter, the incentive plan required that Plaintiffs be paid all remaining commissions owed one month after the completed jobs went to warranty.
Plaintiffs allege they booked substantial sales during the period the 2023 plan was in effect and that JCI paid Plaintiffs 25% of their commission 30 days after each job was booked. JCI also paid Plaintiffs their remaining commission for the booked jobs that went to warranty
during this period. At the conclusion of the period that the 2023 Plan was in effect, several of Plaintiffs’ booked jobs were not completed to warranty, leaving balances of what Plaintiffs assert they are owed as commissions for said jobs that would later be completed to warranty. According to a spreadsheet provided to Plaintiffs by JCI that tracked their “Estimated Remaining Incentive,” Plaintiffs were expecting the following commissions: $188,725 for Greenberg, $137,885 for Gale, $184,745 for Giza, and $206,260 for Turriziani. After the 2023 Plan expired, JCI implemented a 2024 Incentive Plan (the “2024 Plan“) in November 2023. The 2024 Plan contained a new commission payment structure for HVAC sales that differed from the 2023 Plan, including paying out commissions at the time the job is booked. In addition to implementing new terms for future jobs, the 2024 Plan also provided that JCI would not pay commissions from jobs that were booked under the 2023 Plan but not completed to warranty as of November 1, 2023. As such, Plaintiffs would not be paid the above-mentioned commission balances that they expected.
Plaintiffs commenced this action against JCI on June 10, 2024, alleging breach of contract (Count I), promissory estoppel (Count II), and unjust enrichment (Count III) claims, all of which they allege also amount to violations of the Pennsylvania Wage Payment and Collection Law (“WCPL“).
Greenberg v. Johnson Controls, Inc., No. 24-CV-2521-JMY, 2024 WL 4293056, at *1 - *2 (E.D. Pa. Sept. 25, 2024) (Younge, J.) (emphasis added) (record and docket citations omitted). Judge Younge dismissed Plaintiffs’ promissory estoppel and unjust enrichment claims. Only the breach of contract claim remains. See id. at *4.
As suggested above, Plaintiffs here are not the only aggrieved employees suing JCI for its alleged failure to pay commissions consistent with the 2023 Plan. See Pls.’ Resp. at 2, n.1 (Dkt. 34); Def‘s Br. in Support at 3-5 (Dkt. 33-1). Between January and March of 2024, at least six separate suits in several different jurisdictions allege the same or similar behavior on the part of JCI.
a. Wisconsin Class Action
The parties here seem to agree for the purposes of this litigation that Novin represents the “first-filed” action regarding JCI‘s alleged failure to abide by its incentive compensation plans. We will come back to Wisconsin momentarily.
b. Michigan Litigation
Next, a Macomb County, Michigan, employee sued JCI in Michigan state court on January 18, 2024. JCI subsequently removed to the United States District Court for the Eastern District of Michigan, and that Court dismissed the complaint pursuant to
c. New York Litigation
JCI filed motions to dismiss in each of the New York actions. Before ruling on the motions, the Honorable Margaret Garnett became aware of Novin, supra, “which purports to be a class action on behalf of all Johnson Controls employees subject to the incentive compensation plans.” Id. (emphasis in original). Judge Garnett, sua sponte, directed the parties to file a joint statement on the impact of Novin on each action. In that statement JCI argued that the case should be transferred pursuant to the “first-filed” rule. See id. at Dkt. 27, p. 4. Conversely, New York plaintiffs asserted that the first-filed rule did not apply because they filed their claims on an individual basis and have effectively “opted out” of any class action proceedings before the Court in the Eastern District of Wisconsin. See id. at p. 1.
Ultimately, Judge Garnett transferred all New York cases3 brought against JCI to the Eastern District of Wisconsin. Finding that the first-filed rule applied, she observed that plaintiffs
are certainly free to opt out of Novin, or to object to any consolidation proceedings once the cases are docketed in the Eastern District of Wisconsin, [but] they are not entitled to adjudicate simultaneous
proceedings in [New York] where doing so would cause duplicative litigation and waste resources both for the parties and the Court.4
Pagano, 2025 WL 786535, at *3. In Judge Garnett‘s view, the balance of convenience weighed in favor of transfer to the Eastern District of Wisconsin.5 Judge Garnett did not pass on JCI‘s motion to dismiss.
d. Colorado Litigation
On March 20, 2024, an individual plaintiff sued JCI in Colorado state court asserting substantially similar claims as those alleged in the present action. JCI removed to the United States District Court for the District of Colorado and filed a motion to dismiss. The Honorable Regina Rodriguez granted in part and denied in part JCI‘s motion to dismiss and later granted plaintiff leave to amend the complaint. Goodwin v. Johnson Controls, Inc., No. 24-CV-00989, 2025 WL 925848, at *5 (D. Colo. Mar. 27, 2025). After plaintiff filed their amended complaint, JCI moved to transfer venue to the Eastern District of Wisconsin and plaintiff replied. See id. at Dkt. 33, 35, 38. As of the date of this Opinion and Order, the District of Colorado has yet to rule on JCI‘s motion to Transfer Venue.
e. Eastern District of Wisconsin‘s receipt of the New York Litigation
Upon assignment to Chief Judge Pepper, the Court issued a scheduling order pursuant to
JCI did not file a 26(f) report. Instead, JCI filed a last-minute motion asking the Court to stay any scheduling and discovery until the Court ruled on the outstanding motions to dismiss that were filed and briefed in New York. See id. at Dkt. 37. JCI‘s motion also observed that Novin, the class action matter, has a hearing set for August 7, 2025, relative to JCI‘s motion to dismiss at that docket. See Novin et al v. Johnson Controls, Inc., Case No. 2:24-cv-00423-PP at Dkt. 24.
In a May 19, 2025, long form Order, Chief Judge Pepper exercised the Court‘s “extremely broad discretion in controlling discovery[]” and granted JCI‘s motion to stay, pending its ruling in Novin. See Pagano v. Johnson Controls, Inc., Case No. 2:25-cv-00423-PP at Dkt 37, p. 7-8. The Court denied, without prejudice, JCI‘s motions to dismiss as to the New York Litigation. Chief Judge Pepper explained that “[d]oing so will avoid the possibility of unnecessary and wasteful discovery and will allow the parties to tailor their discovery to any rulings the court makes on the motion to dismiss in Novin.” Id at 8. Chief Judge Pepper added that “[t]here is no sense in allowing discovery to move forward in three of four cases when the motions to dismiss in all four cases raise similar legal issues. Id.
f. Pennsylvania Litigation
Against this backdrop, two motions are pending before this Court: JCI‘s Motion to Transfer Pursuant to
On March 6, JCI indicated in its response that certain representations made by Judge Garnett in the Southern District of New York may impact their position on moving forward in this case here in the Eastern District of Pennsylvania. On March 14, just days after Judge Garnett issued her transfer Order, JCI informed Plaintiffs’ counsel that it intended to seek a transfer in this matter under a similar legal theory. JCI inquired whether plaintiffs would consent to transfer to avoid motion practice. See Def‘s Opp‘n at Ex. A (Dkt. 38). On March 17, Plaintiffs’ counsel indicated that she did not consent to transfer and requested a call to address the scheduled depositions. Id. JCI responded the next day regarding times for a telephone conference and indicated that they no longer intended to depose plaintiffs. It appears from the record that no further discussions were had regarding Ewing‘s deposition.
On April 14, JCI filed its Motion to transfer venue. Plaintiffs responded and JCI was granted leave to file a reply. On April 29, Plaintiffs filed their Motion to compel. JCI has responded. Both motions are now ripe for decision.
III. LEGAL STANDARD
In response, Plaintiffs contend that JCI has waived its right to challenge improper venue in this matter, that venue is proper in Pennsylvania, and that the Jumara factors weigh in favor of the Eastern District of Pennsylvania.
“For the convenience of parties and witnesses, in the interest of justice, a district court may transfer any civil action to any other district where it might have been brought[.]”
“In evaluating whether a transfer is appropriate, courts are not limited to the factors itemized in
[1] Plaintiff‘s forum preference as manifested in the original choice; [2] the defendant‘s preference; [3] whether the claims arose elsewhere; [4] the convenience of the parties as indicated by their relative physical and financial condition, [5] the convenience of the witnesses-but only to the extent that the witnesses may actually be unavailable for trial in one of the fora, and [6] the location of books and records (similarly limited to the extent that the files could not be produced in the alternative forum)[.]
Jumara, 55 F.3d at 879. The public factors are:
[1] the enforceability of the judgment; [2] practical considerations that could make the trial easy, expeditious, or inexpensive, [3] the relative administrative difficulty in the two fora resulting from court congestion; [4] the local interest in deciding local controversies at home; [5] the public policies of the fora; and [6] the familiarity of the trial judge with the applicable state law in diversity cases.
Id. at 879-880. Defendants seeking a transfer bear the burden of establishing that the above factors counsel in favor of transfer. Courts also retain authority to transfer cases under
But first - a motion for transfer under
Separately, the first-filed rule empowers district courts to either stay, dismiss, or transfer proceedings where the subject matter substantially overlaps with that of an earlier filed case in a different district.7 See Chavez v. Dole Food Co., Inc., 836 F.3d 205, 210 (3d Cir. 2016); Ε.Ε.Ο.C. v. Univ. of Pennsylvania, 850 F.2d 969, 971-972 (3d Cir. 1988), aff‘d, 493 U.S. 182 (1990); Phoenix Ins. Co. Ltd. v. Teva Pharm. Indus. Ltd., 381 F. Supp. 3d 416, 424-425 (E.D. Pa. 2019) (Diamond, J.). The rule creates a rebuttable presumption that the action filed earlier in time should go forward, and the action filed later in time should defer. 15 CHARLES A. WRIGHT, et al. § 3854 at n.12 (4th ed.). Courts may decline to follow the first filed rule where a party demonstrates extraordinary circumstances, inequitable conduct, bad faith, or forum shopping on behalf of another litigant. See Univ. of Pennsylvania, 850 F.2d at 972.
IV. DISCUSSION
As an initial matter, Plaintiffs’ contention that JCI has waived the opportunity to move for a change of venue under
Plaintiffs are correct that JCI has waived the ability to challenge the Eastern District as an improper venue under
a. Private Jumara factors
Here, JCI concedes that Plaintiffs’ initial choice of Pennsylvania weighs against transfer. See Def.‘s Br. in Support at 9. However, JCI asserts that the weight afforded Plaintiffs’ choice of forum here is weakened in that the central facts of their
In reviewing the whether the claim arose elsewhere, the Court agrees with JCI that this factor weighs in favor of transfer. Plaintiffs’ remaining claim sounds in breach of contract. Specifically, the Plaintiffs here allege that upon JCI‘s implementation of the 2024 incentive compensation plan, it refused to pay Plaintiffs their earned commissions under the 2023 Plan. See Pls.’ Compl., at 8 (Dkt. 1). These plans are undoubtably contracts between employees and their employer.
Under
JCI has branch offices all around the country, including one in Horsham here in the Eastern District of Pennsylvania. But its nerve center is in Wisconsin. Based
Plaintiffs’ choice of forum is substantially weakened by the fact that the situs of the alleged breach is Wisconsin. See Seidman, 2025 WL 880028, at *5 (giving less weight to plaintiffs’ choice of forum where none of the operative facts occurred in the transferor forum). Accordingly, the first three private factors collectively - Plaintiffs’ initial choice of forum, Defendant‘s preference, and whether the claims arose elsewhere do not support maintaining this action in the Eastern District of Pennsylvania.
The fourth and fifth private Jumara factors relate to the convenience of the parties and the witnesses. With respect to the convenience of the parties as indicated by their relative physical and financial condition, it is presumed that Plaintiffs’ resources are limited compared to JCI‘s. This relative inconvenience generally weighs against transfer.9 See Clark v. Burger King Corp., 255 F. Supp. 2d 334, 338 (D.N.J. 2003).
The sixth private factor, the location of books and records, is similarly limited to the extent that certain files cannot be reproduced in the alternative fora. “Technological advances since the Third Circuit‘s decision in Jumara have rendered this factor all but obsolete.” Seidman, 2025 WL 880028, at *9. JCI cannot seriously argue that it would be unable to produce files and business records here in the Eastern District of Pennsylvania, where it maintains a branch office in Horsham, Pennsylvania. Although this Court views the convenience analysis with more nuance
b. Public Jumara factors
The first three public factors tip the scales in favor of JCI‘s requested transfer. This case presents no legitimate judgment enforcement issues. However certain practical considerations, combined with the relative administrative difficulty of the two fora, weigh heavily in favor of transfer to the Eastern District of Wisconsin.
Chief among these practical considerations is that the first suit filed against JCI relating to the subject matter at issue in this suit was filed in the Eastern District of Wisconsin. This Court recognizes the first-filed rule has developed as its own distinct legal doctrine - separate from
Here, the Wisconsin class action involves several plaintiffs hailing from multiple states. Further, the Honorable Chief Judge Pepper has already taken
Alternatively, were this Court to rule in favor of Plaintiffs and against transfer, it would create a situation in which multiple cases involving precisely the same issues are simultaneously pending in different district courts, leading to the waste of time, energy, and money that
It appears that JCI was apprised of its options under the first-filed rule after Judge Garnett in the Southern District of New York asked for briefing on the issue. JCI communicated to Plaintiffs that it intended to request the transfer in this matter following Judge Garnett‘s ruling. Pls.’ Resp. at Ex D; Def‘s Opp‘n at Ex. A. Plaintiffs’ frustration in understandable. However, JCI‘s strategical pivot is not the sort of bad faith that would tend to soil the profession.
It bears repeating that JCI‘s motion for transfer came after Judge Garnett‘s astute observation that overlapping litigation was already underway in the Eastern District of Wisconsin. See Pagano, 2025 WL 786535, at *1. Thus, the motivation for JCI‘s decision to move for a transfer in this matter can be objectively attributed to Judge Garnett‘s sua sponte request for briefing and subsequent order transferring under the first-filed rule. See id. at *3. Plaintiffs have failed to point to any bad faith, inequitable conduct, forum shopping, or other extreme circumstances that outweigh the judicial economy uncovered by Judge Garnett.
In sum, the overall assessment of the public Jumara factors and supplemental considerations regarding the first-filed rule, combined with the fact that the operative facts or decisions underlying Plaintiffs’ claims occurred in Wisconsin, all compel this Court to conclude that transfer to the Eastern District of Wisconsin is appropriate here. Accordingly, JCI‘s motion to transfer is granted.
c. Plaintiffs’ Motion to Compel Deposition and for Sanctions
Plaintiffs’ Motion to Compel the Deposition of Ewing and for Sanctions under
Once Judge Garnett transferred the New York litigation to the Eastern District of Wisconsin, JCI filed its motion to transfer venue under
Additionally, it makes little sense at this juncture to compel JCI to produce Ewing for a deposition. In fact, granting Plaintiffs’ Motion would work against the judicial economy rationale undergirding Judge Garnett‘s transfer of the New York Litigation to the Eastern District of Wisconsin and Chief Judge Pepper‘s consolidation of the JCI matters in Wisconsin. This Court is unwilling to impede the efforts towards efficiency recognized by other district courts of equal rank.
V. CONCLUSION
For the above reasons, JCI‘s Motion to Transfer pursuant to
BY THE COURT:
GAIL A. WEILHEIMER, J.