Kimberly Shacklett - 17 Dec 2022 Form 4 Insider Report for MSC INDUSTRIAL DIRECT CO INC (MSM)

Role: SVP, Sales & Customer Success
Signature: /s/ Kimberly Shacklett
Issuer symbol: MSM
Transactions as of: 17 Dec 2022
Net transactions value: -$7,698
Form type: 4
Filing time: 20 Dec 2022, 12:37:15 UTC
Previous filing: 08 Nov 2022
Next filing: 03 May 2023
SEC: View on sec.gov

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	+252	+2.4%	$0.000000	10,736	17 Dec 2022	Direct	F1
transaction	MSM	Class A Common Stock, $0.001 par value	Options Exercise	$0	+74	+0.69%	$0.000000	10,810	17 Dec 2022	Direct	F2
transaction	MSM	Class A Common Stock, $0.001 par value	Tax liability	$7,698	-94	-0.87%	$81.88	10,716	17 Dec 2022	Direct	F3

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	-252	-50%	$0.000000	252	17 Dec 2022	Class A Common Stock, $0.001 par value	252		Direct	F1, F4
transaction	MSM	Dividend Equivalent Units	Options Exercise	$0	-74	-18%	$0.000000	342	17 Dec 2022	Class A Common Stock, $0.001 par value	74		Direct	F2, F5

* 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 cover tax withholding obligations arising from the vesting of RSUs and DEUs.
F4	1,260 RSUs were granted on December 17, 2018. 252 RSUs vested on each of December 17, 2019, December 17, 2020, December 17, 2021 and December 17, 2022. 252 RSUs vest on December 17, 2023 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.
F5	Includes 40.573 dividend equivalent units accrued on November 29, 2022 with respect to outstanding awards of restricted stock units (RSUs). Such dividend equivalent units vest at the same time(s) as the underlying RSUs and represent a contingent right to receive one share of Common Stock.