MSC INDUSTRIAL DIRECT CO INC — Director's Dealing 2021

Oct 28, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: MSC INDUSTRIAL DIRECT CO INC (MSM)
CIK: 0001003078
Period of Report: 2021-10-26

Reporting Person: Heerdt Kari D (SVP, New Business Innovation)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-10-26	Class A Common Stock, $0.001 par value	M	620	—	Acquired	12527	Direct
2021-10-26	Class A Common Stock, $0.001 par value	M	188.028	—	Acquired	12715	Direct
2021-10-26	Class A Common Stock, $0.001 par value	F	240.028	$81.9	Disposed	12475	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2021-10-26	Restricted Stock Units (RSU)	$	M	620	Disposed		Class A Common Stock, $0.001 par value (620)	Direct
2021-10-26	Dividend Equivalent Units	$	M	188.028	Disposed		Class A Common Stock, $0.001 par value (188.028)	Direct

Footnotes

F1: Each RSU represents a contingent right to receive one share of Common Stock.

F2: Includes shares acquired under the company's Associate Stock Purchase Plan.

F3: The dividend equivalent units accrued with respect to outstanding awards of restricted stock units (RSUs) and vest at the same time(s) as the underlying RSUs. Each dividend equivalent unit represents a contingent right to receive one share of Common Stock.

F4: Disposition of Class A Common Stock to the Issuer to cover tax withholding obligations arising from the vesting of RSUs and DEUs.

F5: 619 of 3,096 RSUs granted on October 26, 2016 vested on each of October 26, 2017, October 26, 2018, October 26, 2019, and October 26, 2020, and 620 RSUs vested on October 26, 2021.