MSC Industrial hires new CFO with $650K salary
MSC Industrial Direct names Rob Kuhns as permanent CFO, with a multi-year equity package and change-in-control severance protections.
Rhea-AI Filing Summary
MSC Industrial Direct Co., Inc. (MSM) appointed Robert (Rob) Kuhns as Executive Vice President and Chief Financial Officer, effective September 14, 2026. Interim CFO Greg Clark will resign from the interim role on that date and continue as Vice President of Finance and Corporate Controller.
Kuhns, age 52, previously served as Vice President and CFO of TopBuild Corp. and earlier held senior finance roles at Mohawk Industries, NCH Corporation and Ingersoll Rand. His offer letter provides a $650,000 annual base salary, a fiscal 2027 target bonus equal to 85% of base salary, and a fiscal 2027 equity award valued at $1,500,000.
He will also receive a one-time sign-on grant of restricted stock units with a grant date fair value of $1,500,000, vesting in four equal annual installments subject to continued employment, and will participate in the company’s Executive Severance Plan and Executive Change in Control Severance Plan. In a qualifying change-in-control termination, he would be entitled to a severance equal to two times base salary, two times target annual cash incentive bonus, a pro rata portion of his target annual cash performance bonus, and accelerated vesting of unvested equity awards.
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8-K Event Classification
3 items: 5.02, 7.01, 9.01
3 items
Item 5.02
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers
Governance
Key personnel changes including departures, elections, or appointments of directors and executive officers.
Item 7.01
Regulation FD Disclosure
Disclosure
Material non-public information disclosed under Regulation Fair Disclosure, often investor presentations or guidance.
Item 9.01
Financial Statements and Exhibits
Exhibits
Financial statements, pro forma financial information, or exhibit attachments filed with this report.
Key Figures
Annual base salary: $650,000
Target bonus percentage: 85% of base salary
Fiscal 2027 equity award value: $1,500,000
+3 more
6 metrics
Annual base salary
$650,000
Base salary for Rob Kuhns as Executive Vice President and Chief Financial Officer
Target bonus percentage
85% of base salary
Fiscal 2027 target annual incentive bonus opportunity for Rob Kuhns
Fiscal 2027 equity award value
$1,500,000
Grant date value of performance share units and restricted stock units for fiscal 2027
Sign-on RSU grant value
$1,500,000
Grant date fair value of sign-on restricted stock units for Rob Kuhns
Change-in-control salary multiple
2x annual base salary
Severance component under Executive Change in Control Severance Plan for a qualifying termination
Change-in-control bonus multiple
2x target annual cash incentive bonus
Severance component under Executive Change in Control Severance Plan for a qualifying termination
Key Terms
Executive Severance Plan, Executive Change in Control Severance Plan, change in control, circumstances of employment, +2 more
6 terms
Executive Severance Plan financial
"Mr. Kuhns will be a participant in the Company’s Executive Severance Plan"
Executive Change in Control Severance Plan financial
"the Company’s Executive Change in Control Severance Plan"
change in control financial
"within two years after the occurrence of a change in control of the Company"
A "change in control" occurs when the ownership or management of a company shifts significantly, such as through a merger, acquisition, or sale of a large part of its assets. This change can impact how the company is run and may influence its future direction. For investors, it matters because it can affect the company's stability, strategy, and value, often signaling potential changes in investment risk or opportunity.
circumstances of employment financial
"following a change in the executive’s “circumstances of employment”"
restricted stock units financial
"sign-on equity grant of restricted stock units having a grant date fair value"
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
FAQ
What did MSM announce in this Form 8-K about its CFO position?
MSC Industrial Direct Co., Inc. appointed Robert (Rob) Kuhns as Executive Vice President and Chief Financial Officer, effective September 14, 2026, and Interim CFO Greg Clark will return full time to his role as Vice President of Finance and Corporate Controller.
What is Rob Kuhns’s compensation package as CFO of MSM?
Rob Kuhns will receive an annual base salary of $650,000, be eligible in fiscal 2027 for a target annual incentive bonus of 85% of base salary, and a fiscal 2027 equity award valued at $1,500,000, plus a separate sign-on restricted stock unit grant also valued at $1,500,000.
How will Rob Kuhns’s sign-on equity at MSM vest?
Rob Kuhns will receive a sign-on grant of restricted stock units with a grant date fair value of $1,500,000. These RSUs will vest in four equal annual installments on the first through fourth anniversaries of the grant date, subject to his continued employment with MSC Industrial Direct.
What severance protections does MSM provide to new CFO Rob Kuhns?
Rob Kuhns will participate in MSC’s Executive Severance Plan and Executive Change in Control Severance Plan. Following a qualifying change-in-control termination within two years, he would receive 2x base salary, 2x target annual cash incentive bonus, a pro rata target cash performance bonus, and accelerated equity vesting.
When does the CFO transition at MSM become effective?
The transition becomes effective on September 14, 2026. On that date, Rob Kuhns will assume the role of Executive Vice President and Chief Financial Officer, and Greg Clark will resign as Interim CFO while continuing as Vice President of Finance and Corporate Controller.
What is Rob Kuhns’s professional background before joining MSM as CFO?
Before joining MSC Industrial Direct, Rob Kuhns served as Vice President and Chief Financial Officer of TopBuild Corp. from March 2022 until its acquisition in July 2026 and earlier as Vice President, Controller of TopBuild, with previous finance roles at Mohawk Industries, NCH Corporation and Ingersoll Rand.
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
___________________________________
FORM 8-K
___________________________________
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): September 8, 2026
___________________________________
(Exact name of registrant as specified in its charter)
___________________________________
(State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) | ||||||
(Address of principal executive offices) | (Zip Code) | ||||
Registrant’s telephone number, including area code: (516 ) 812-2000
Not Applicable
(Former name or former address, if changed since last report)
___________________________________
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | |||||
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) | |||||
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) | |||||
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) | |||||
Securities registered pursuant to Section 12(b) of the Act: | ||||||||
Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||||||
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangement of Certain Officers
On September 8, 2026, MSC Industrial Direct Co., Inc. (the “Company”) announced that, effective September 14, 2026, Robert Kuhns has been appointed as the Executive Vice President and Chief Financial Officer of the Company. Greg Clark, who has been serving as the Company’s Interim Chief Financial Officer since August 2025, has resigned as Interim Chief Financial Officer, effective September 14, 2026, and will continue in his role as Vice President of Finance and Corporate Controller.
Prior to joining the Company, Mr. Kuhns, age 52, served as the Vice President and Chief Financial Officer of TopBuild Corp., a distributor and installer of insulation and related building products, from March 2022 until TopBuild Corp.’s acquisition by QXO, Inc. in July 2026. He also served as the Vice President, Controller of TopBuild Corp. from July 2018 to March 2022. Prior to that, Mr. Kuhns held various positions of increasing responsibility in finance at Mohawk Industries, Inc., NCH Corporation and Ingersoll Rand.
In connection with his appointment, Mr. Kuhns received and has agreed to the terms of an offer letter (the “Offer Letter”) providing for an annual base salary of $650,000. For fiscal year 2027, Mr. Kuhns will be eligible for an annual incentive bonus award with a target amount equal to 85% of his base salary and an equity award (comprised of performance share units and restricted stock units) with a grant date value of $1,500,000. He also will be entitled to participate in all of the employee benefit plans available to executives. Mr. Kuhns will receive a sign-on equity grant of restricted stock units having a grant date fair value of $1,500,000, which will vest in equal amounts on each of the first, second, third and fourth anniversaries of the grant date, provided that Mr. Kuhns continues to be employed by the Company at each vesting date.
Mr. Kuhns will be a participant in the Company’s Executive Severance Plan and the Company’s Executive Change in Control Severance Plan. Under the Company’s Executive Severance Plan, participants are entitled to receive certain severance benefits upon a qualifying termination. Under the Company’s Executive Change in Control Severance Plan, if, within two years after the occurrence of a change in control of the Company, (a) the executive’s employment is terminated other than for cause or (b) the executive terminates his employment following a change in the executive’s “circumstances of employment,” then the Company would be obligated to pay the executive a severance payment equal to (i) two times the executive’s annual base salary, plus (ii) two times the executive’s targeted annual cash incentive bonus, plus (iii) the pro rata portion of the executive’s targeted annual cash performance bonus. In addition, any unvested stock options and stock awards would accelerate. As a condition to receiving severance payments and benefits, the executive would be required to execute a general release in favor of the Company. The terms of these plans are more fully described in the Company’s definitive proxy statement filed with the Securities and Exchange Commission (“SEC”) on December 11, 2025, and the plans have been filed as exhibits to reports filed by the Company with the SEC. Further, the Company will enter into its standard form of indemnification agreement with Mr. Kuhns, the form of which is filed as an exhibit to reports filed by the Company with the SEC.
The foregoing description of the Offer Letter is not complete and is qualified in its entirety by reference to the full terms and conditions of the Offer Letter, which is filed as Exhibit 10.1 to this Current Report on Form 8-K and incorporated herein by reference.
There is no arrangement or understanding between Mr. Kuhns and any other person pursuant to which he was appointed as Executive Vice President and Chief Financial Officer of the Company. Mr. Kuhns does not have any family relationships with any of the Company’s directors or executive officers. Mr. Kuhns does not have any direct or indirect material interest in any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K.
Item 7.01. Regulation FD Disclosure
On September 8, 2026, the Company issued a press release announcing Mr. Kuhns’ appointment as Executive Vice President and Chief Financial Officer. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated by reference herein.
The information in Item 7.01 of this Current Report on Form 8-K, including Exhibit 99.1 attached hereto, is being furnished and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section, nor shall it be deemed to be incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in any such filing.
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Item 9.01. Financial Statements and Exhibits
(d) Exhibits:
10.1 | Robert Kuhns Offer Letter, dated August 19, 2026 | |||||||
99.1 | Press Release, dated September 8, 2026, issued by MSC Industrial Direct Co., Inc. | |||||||
104 | Cover Page Interactive Data File (embedded within the Inline XBRL documents). | |||||||
3
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
MSC INDUSTRIAL DIRECT CO., INC. | |||||||||||
Date: | September 8, 2026 | By: | /s/ Walter Siegel | ||||||||
Name: | Walter Siegel | ||||||||||
Title: | Senior Vice President, General Counsel and Corporate Secretary | ||||||||||
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| Exhibit 99.1 | ||||||||
 | NEWS | |||||||
MSC INDUSTRIAL SUPPLY CO. HAS NAMED ROB KUHNS CHIEF FINANCIAL OFFICER
MELVILLE, N.Y. and DAVIDSON, N.C. (SEPTEMBER 8, 2026) - MSC INDUSTRIAL SUPPLY CO. (NYSE: MSM) (“MSC,” “MSC Industrial,” the “Company,” “we,” “us,” or “our”), a leading North American distributor of a broad range of metalworking and maintenance, repair and operations (MRO) products and services, today announced that it has named Rob Kuhns to the role of Executive Vice President and Chief Financial Officer.
Kuhns brings over 30 years of financial expertise to the role. He most recently served as Vice President and Chief Financial Officer at TopBuild Corp., a leading distributor of insulation and building products, where he helped drive market capitalization growth from $6B to $14B through disciplined capital allocation, strategic acquisitions, and operational execution.
“We are very much looking forward to welcoming Rob to the MSC leadership team as our new CFO,” said Martina McIsaac, President and CEO of MSC. “He is an accomplished leader with deep knowledge of financial strategy and a proven track record of delivering profitable growth. Combined with his extensive experience in industrial and distribution industries and his broad financial leadership expertise, Rob will be instrumental as we continue to advance our strategy, evolve to achieve our long-term financial targets and create value for all stakeholders.”
Prior to his tenure with TopBuild Corp., Kuhns held various senior corporate finance roles at Mohawk Industries, NCH Corporation, and Ingersoll Rand. He earned a bachelor’s degree in accounting from Shippensburg University and his master’s degree in business administration from Southern Methodist University.
Kuhns will be based at MSC’s corporate office in Davidson, North Carolina.
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| Contact Information | |||||
| Investors: | Media: | ||||
| Ryan Mills, CFA | Leah Kelso | ||||
| VP, Investor Relations & Business Development | VP, Communications & Sales Enablement | ||||
| Rmills@mscdirect.com | Leah.Kelso@mscdirect.com | ||||
About MSC Industrial Supply Co.
MSC Industrial Supply Co. (NYSE: MSM) is a leading North American distributor of a broad range of metalworking, maintenance, repair and operations (MRO), and production fastener and hardware products and services. With approximately 2.5 million products, industry‑leading inventory management and supply chain solutions, and more than 80 years of experience, we help customers improve productivity, profitability, and operational performance.
Our team of over 7,000 associates partners closely with customers across industries to keep their operations running efficiently today while enabling them with insights and comprehensive solutions to continually rethink, retool, and optimize for a more productive tomorrow.
For more information on MSC Industrial, please visit mscdirect.com.
515 Broadhollow Road, Suite 1000, Melville, New York 11747 | 525 Harbour Place Drive, Davidson, North Carolina 28036 | mscdirect.com
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Cautionary Note Regarding Forward-Looking Statements
Statements in this press release may constitute “forward-looking statements” under the Private Securities Litigation Reform Act of 1995. All statements, other than statements of present or historical fact, that address activities, events or developments that MSC expects, believes or anticipates will or may occur in the future, including statements about results of operations and financial condition, expected future results, expected benefits from our investment and strategic plans and other initiatives, and expected future growth and profitability, are forward-looking statements. The words “will,” “may,” “believes,” “anticipates,” “thinks,” “expects,” “estimates,” “plans,” “intends” and similar expressions are intended to identify forward-looking statements. Forward-looking statements involve risks and uncertainties that could cause actual results to differ materially from those anticipated by these forward-looking statements. In addition, statements which refer to expectations, projections or other characterizations of future events or circumstances, statements involving a discussion of strategy, plans or intentions, statements about management’s assumptions, projections or predictions of future events or market outlook and any other statement other than a statement of present or historical fact are forward-looking statements. The inclusion of any statement in this press release does not constitute an admission by MSC or any other person that the events or circumstances described in such statement are material. In addition, new risks may emerge from time to time and it is not possible for management to predict such risks or to assess the impact of such risks on our business or financial results. Accordingly, future results may differ materially from historical results or from those discussed or implied by these forward-looking statements. Given these risks and uncertainties, the reader should not place undue reliance on these forward-looking statements. These risks and uncertainties include, but are not limited to, the following: general economic conditions in the markets in which we operate; changing customer and product mixes; volatility in commodity, energy and labor prices, and the impact of prolonged periods of low, high or rapid inflation; competition, including the adoption by competitors of aggressive pricing strategies or sales methods; industry consolidation and other changes in the industrial distribution sector; the applicability of laws and regulations relating to our status as a supplier to the U.S. government and public sector; the credit risk of our customers; our ability to accurately forecast customer demands; interruptions in our ability to make deliveries to customers; supply chain disruptions; our ability to attract and retain sales and customer service personnel; the risk of loss of key suppliers or contractors or key brands; changes to trade policies or trade relationships, including tariff policies; risks associated with opening or expanding our customer fulfillment centers; our ability to estimate the cost of healthcare claims incurred under our self-insurance plan; interruption of operations at our headquarters or customer fulfillment centers; products liability due to the nature of the products that we sell; impairments of goodwill and other indefinite-lived intangible assets; the impact of climate change; operating and financial restrictions imposed by the terms of our material debt instruments; our ability to access additional liquidity; the significant influence that our principal shareholders will continue to have over our decisions; our ability to execute on our E-commerce strategies and maintain our digital platforms; costs associated with maintaining our information technology (“IT”) systems and complying with data privacy laws; disruptions or breaches of our IT systems or violations of data privacy laws, including such disruptions or breaches in connection with our E-commerce channels; risks related to online payment methods and other online transactions; the retention of key management personnel; litigation risk due to the nature of our business; failure to comply with environmental, health, and safety laws and regulations; and our ability to comply with, and the costs associated with, social and environmental responsibility policies. Additional information concerning these and other risks is described under “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our Annual and Quarterly Reports on Forms 10-K and 10-Q, respectively, and in the other reports and documents that we file with the United States Securities and Exchange Commission. We expressly disclaim any obligation to update any of these forward-looking statements, except to the extent required by applicable law.
515 Broadhollow Road, Suite 1000, Melville, New York 11747 | 525 Harbour Place Drive, Davidson, North Carolina 28036 | mscdirect.com