MSC Industrial insider files Form 4 for 589 RSUs and vesting

Rhea-AI Filing Summary

MSC Industrial Direct (MSM): insider equity update. A company officer reported equity activity on 11/03/2025. The filing shows 589 restricted stock units (RSUs) were granted, with scheduled vesting of 147 RSUs on 11/03/2026, 11/03/2027, and 11/03/2028, and 148 RSUs on 11/03/2029, conditioned on continued employment.

On the same date, 89 RSUs and 7.11 dividend equivalent units (DEUs) were converted into Class A common stock. To cover taxes from the vesting, 28.11 shares were withheld at $84.79 per share. Following these transactions, directly held Class A common stock was 1,201 shares.

The filing also notes continuing derivative holdings after the activity, including RSUs and DEUs associated with prior awards and the new grant.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Rockett Julie Valsa

(Last) (First) (Middle)

C/O MSC INDUSTRIAL DIRECT CO., INC.

515 BROADHOLLOW ROAD

(Street)

MELVILLE NY 11747

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
MSC INDUSTRIAL DIRECT CO INC [ MSM ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	VP, Chief People Officer

3. Date of Earliest Transaction (Month/Day/Year)
11/03/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Class A Common Stock, $0.001 par value	11/03/2025		M		89	A	$0(1)	1,222	D
Class A Common Stock, $0.001 par value	11/03/2025		M		7.11	A	$0(2)	1,229	D
Class A Common Stock, $0.001 par value	11/03/2025		F		28.11(3)	D	$84.79	1,201	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted Stock Units (RSU)	(1)	11/03/2025		A		589		(4)	(4)	Class A Common Stock, $0.001 par value	589	$0	589	D
Restricted Stock Units (RSU)	(1)	11/03/2025		M			89	(5)	(5)	Class A Common Stock, $0.001 par value	89	$0	179	D
Dividend Equivalent Units	(2)	11/03/2025		M			7.11	(2)	(2)	Class A Common Stock, $0.001 par value	7.11	$0	76	D

Explanation of Responses:

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

2. 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.

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

4. 589 RSUs were granted on November 3, 2025. 147 RSUs vest on each of November 3, 2026, November 3, 2027 and November 3, 2028, and 148 RSUs vest on November 3, 2029, 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.

5. 357 RSUs were granted on November 3, 2023. 89 RSUs vested on each of November 3, 2024 and November 3, 2025. 89 RSUs vest on November 3, 2026, and 90 RSUs vest on November 3, 2027, 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.

Remarks:

	/s/ Julie Rockett	11/04/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What did MSM report in this Form 4?

An officer reported a grant of 589 RSUs, the vesting and conversion of 89 RSUs and 7.11 DEUs, and tax withholding of 28.11 shares at $84.79.

What is the vesting schedule for the new 589 RSUs at MSM?

Vesting is 147 RSUs on 11/03/2026, 11/03/2027, 11/03/2028, and 148 RSUs on 11/03/2029, subject to continued employment.

How many MSM shares did the insider hold after these transactions?

Directly held Class A common stock was 1,201 shares after the reported transactions.

What are DEUs mentioned in the MSM filing?

Dividend equivalent units accrue on RSUs and vest at the same time as the underlying RSUs; each DEU represents a right to receive one share.

Were shares sold in the market in this MSM Form 4?

No market sale is indicated; 28.11 shares were withheld to cover taxes at $84.79 upon vesting.

What prior MSM RSU award vested on 11/03/2025?

From a 357 RSU grant dated 11/03/2023, 89 RSUs vested on 11/03/2024 and 11/03/2025; further tranches vest in 2026 and 2027.