Erik Gershwind - Oct 20, 2021 Form 4 Insider Report for MSC INDUSTRIAL DIRECT CO INC (MSM)

Role: President and CEO, Director
Signature: /s/ Erik Gershwind
Stock symbol: MSM
Transactions as of: Oct 20, 2021
Transactions value $: -$9
Form type: 4
Date filed: 10/22/2021, 02:33 PM
Previous filing: Oct 19, 2021
Next filing: Oct 28, 2021

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	MSM	Class A Common Stock, $0.001 par value	Options Exercise	$0	+2.76K	+0.97%	$0.00	287K	Oct 20, 2021	Direct	F1
transaction	MSM	Class A Common Stock, $0.001 par value	Options Exercise	$0	+764	+0.27%	$0.00	288K	Oct 20, 2021	Direct	F2
transaction	MSM	Class A Common Stock, $0.001 par value	Tax liability	-$9	-0.109	0%	$83.86	288K	Oct 20, 2021	Direct	F3
holding	MSM	Class A Common Stock, $0.001 par value						162K	Oct 20, 2021	See Footnote	F4

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	MSM	Restricted Stock Units (RSU)	Options Exercise	$0	-2.76K	-50%	$0.00	2.76K	Oct 20, 2021	Class A Common Stock, $0.001 par value	2.76K		Direct	F1, F5
transaction	MSM	Dividend Equivalent Units	Options Exercise	$0	-764	-6.79%	$0.00	10.5K	Oct 20, 2021	Class A Common Stock, $0.001 par value	764		Direct	F2

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
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 partially cover tax withholding obligations arising from the vesting of RSUs and DEUs.
F4	Represents shares of Class A Common Stock held by a trust, the beneficiaries of which are family members of the Reporting Person. The Reporting Person disclaims Section 16 beneficial ownership of the shares held in the trust, except to the extent of his pecuniary interest therein.
F5	2,763 of 13,819 RSUs granted on October 20, 2017 vested on October 20, 2018. 2,764 RSUs vested on each of October 20, 2019, October 20, 2020 and October 20, 2021. 2,764 RSUs vest on October 20, 2022, 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.