[Form 4] MSC INDUSTRIAL DIRECT CO INC Insider Trading Activity

Rhea-AI Filing Summary

Insider equity activity: The Form 4 shows that Martina McIsaac, President & COO of MSC Industrial Direct Co., Inc. (MSM), had restricted stock units (RSUs) and dividend equivalent units (DEUs) vest on 10/03/2025. A total of 1,173 RSUs and 139.845 DEUs were reported as acquired (vested) and added to her beneficial ownership. To satisfy tax withholding on the vesting, 319.845 shares were surrendered to the issuer at a price of $91.99, leaving 5,427 shares beneficially owned after the transactions.

The filing notes the original grant of 4,692 RSUs on 10/03/2022 with scheduled vesting through 10/03/2026, and lists accrued DEUs from specific dates in 2024 and 2025 that vest with the underlying RSUs.

Insights

Compensation & Equity Analyst

Vesting and tax withholding reshaped the officer's net share count while keeping long‑term alignment.

The officer received 1,173 vested RSUs plus 139.845 DEUs on 10/03/2025, increasing reported beneficial holdings before withholding. The surrender of 319.845 shares to cover taxes at $91.99 reduced net shares delivered but is a routine, non‑dispositive compensation settlement.

Key dependencies include remaining scheduled vesting of 1,173 RSUs on 10/03/2026 and continuation of employment through vesting dates; monitor future vesting events and any additional share disposals within the next 12 months.

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^*

McIsaac Martina

(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)
	President & COO

3. Date of Earliest Transaction (Month/Day/Year)
10/03/2025

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	10/03/2025		M		1,173	A	$0(1)	5,607	D
Class A Common Stock, $0.001 par value	10/03/2025		M		139.845	A	$0(2)	5,747	D
Class A Common Stock, $0.001 par value	10/03/2025		F		319.845(3)	D	$91.99	5,427	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)	10/03/2025		M			1,173	(4)	(4)	Class A Common Stock, $0.001 par value	1,173	$0	1,173	D
Dividend Equivalent Units	(2)	10/03/2025		M			139.845	(2)	(2)	Class A Common Stock, $0.001 par value	139.845	$0	875(5)	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. 4,692 RSUs were granted on October 3, 2022. 1,173 RSUs vested on each of October 3, 2023, October 3, 2024 and October 3, 2025. 1,173 RSUs vest on October 3, 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.

5. Includes 134.917 dividend equivalent units accrued on November 27, 2024, 142.722 dividend equivalent units accrued on January 29, 2025, 153.957 dividend equivalent units accrued on April 23, 2025, and 135.450 dividend equivalent units accrued on July 23, 2025, with respect to outstanding award 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.

Remarks:

	/s/ Martina McIsaac	10/07/2025
	** 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).
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