John Hill - Apr 18, 2023 Form 4 Insider Report for MSC INDUSTRIAL DIRECT CO INC (MSM)

Role: SVP, Chief Digital Info Offr.
Signature: /s/ John Hill
Stock symbol: MSM
Transactions as of: Apr 18, 2023
Transactions value $: -$23,069
Form type: 4
Date filed: 4/20/2023, 01:50 PM
Previous filing: Nov 8, 2022
Next filing: Nov 7, 2023

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	+1.04K		$0.00	1.04K	Apr 18, 2023	Direct	F1
transaction	MSM	Class A Common Stock, $0.001 par value	Options Exercise	$0	+30	+2.9%	$0.00	1.07K	Apr 18, 2023	Direct	F2
transaction	MSM	Class A Common Stock, $0.001 par value	Tax liability	-$23.1K	-256	-24.04%	$90.12	809	Apr 18, 2023	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	-1.04K	-25%	$0.00	3.11K	Apr 18, 2023	Class A Common Stock, $0.001 par value	1.04K		Direct	F1, F4
transaction	MSM	Dividend Equivalent Units	Options Exercise	$0	-30	-16.3%	$0.00	154	Apr 18, 2023	Class A Common Stock, $0.001 par value	30		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	4,140 RSUs were granted on April 18, 2022. 1,035 RSUs vested on April 18, 2023. 1,035 RSUs vest on each of April 18, 2024, April 18, 2025 and April 18, 2026, 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 39.204 dividend equivalent units accrued on July 26, 2022, 70.832 dividend equivalent units accrued on November 29, 2022 and 74.204 dividend equivalent units accrued on January 24, 2023 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.