MSC INDUSTRIAL DIRECT CO INC — Director's Dealing 2021

Sep 2, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: MSC INDUSTRIAL DIRECT CO INC (MSM)
CIK: 0001003078
Period of Report: 2021-08-31

Reporting Person: Actis-Grande Kristen (EVP & Chief Financial Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-08-31	Class A Common Stock, $0.001 par value	M	758	—	Acquired	758	Direct
2021-08-31	Class A Common Stock, $0.001 par value	M	59.0796	—	Acquired	817	Direct
2021-08-31	Class A Common Stock, $0.001 par value	F	243.0796	$84.21	Disposed	574	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2021-08-31	Restricted Stock Units (RSU)	$	M	758	Disposed		Class A Common Stock, $0.001 par value (758)	Direct
2021-08-31	Dividend Equivalent Units	$	M	59.0796	Disposed		Class A Common Stock, $0.001 par value (59.0796)	Direct

Footnotes

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

F2: 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.

F3: Disposition of Class A Common Stock to the Issuer to cover tax withholding obligations arising from the vesting of RSUs and DEUs.

F4: 758 of 3,034 RSUs granted on August 31, 2020 vested on August 31, 2021. The remaining three tranches containing 758 RSUs, 759 RSUs and 759 RSUs vest on August 31, 2022, August 31, 2023 and August 31, 2024, respectively, provided that the Reporting Person remains continuously employed by the Issuer through each applicable vesting date. The vested shares will be delivered to the Reporting Person upon vesting.