[Form 4] MSC Industrial Direct Co., Inc. Insider Trading Activity

Rhea-AI Filing Summary

Form 4 filing – Old Second Bancorp Inc. (OSBC)

Executive Vice President Donald Pilmer reported routine, plan-related share allocations dated 30 June 2025. The transactions were coded “J,” indicating transfers pursuant to employee benefit plans rather than open-market activity.

• Profit Sharing Plan: 1 OSBC common share allocated at $0; post-transaction balance 181 shares held indirectly.
• 401-K Plan: 15 OSBC common shares allocated at $0; post-transaction balance 3,981 shares held indirectly.
• Other indirect holdings: 1,450 shares in spouse’s IRA.
• Direct holdings: 63,135 common shares.
• Restricted Stock Units: 38,718 RSUs reported as directly held.

Total beneficial ownership following the allocations is approximately 107,465 share equivalents (common + RSUs). No derivative securities were acquired or disposed of in this filing.

The filing reflects minimal incremental ownership change (16 shares) with no cash consideration, suggesting purely administrative updates under company retirement programs. There is no indication of market sentiment shift or strategic insider buying/selling. Impact on OSBC’s investment thesis is therefore expected to be neutral.

Positive

• Continued insider equity accumulation, albeit minimal, supports alignment between executive and shareholder interests
• Timely Section 16 compliance demonstrates strong corporate governance procedures

Negative

• None.

Insights

Financial Analyst

TL;DR: Small, plan-driven allocations—no meaningful signal for investors.

The 16-share increase represents less than 0.02% of Mr. Pilmer’s holdings and an immaterial fraction of OSBC’s 44 million-share float. ‘J’ code transactions carry no discretionary buying element; they simply track benefit-plan allocations. Importantly, Mr. Pilmer maintains a sizable direct and RSU position (>100k share equivalents), which is consistent with long-term alignment but unchanged from prior filings. From a valuation or liquidity perspective, the disclosure is non-impactful and should not influence earnings expectations, capital ratios, or forward guidance.

Corporate Governance Expert

TL;DR: Administrative compliance; confirms continued insider ownership alignment.

Regular Form 4 filings underscore OSBC’s adherence to Section 16 reporting standards. While the allocations are de minimis, they keep transparency high and show that retirement plans remain funded with company equity, reinforcing alignment incentives. No red flags—no dispositions, no Rule 10b5-1 amendments, and no late filings. Governance takeaway: neutral-to-positive transparency, immaterial economic effect.

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

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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^*

GERSHWIND ERIK

(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)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Executive Officer

3. Date of Earliest Transaction (Month/Day/Year)
07/02/2025

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	07/02/2025		M		80,071	A	$83.21	1,538,935	D
Class A Common Stock, $0.001 par value	07/03/2025		S		2,000	D	$89.3894	1,536,935	D
Class A Common Stock, $0.001 par value								89,137	I	See footnotes(1)(2)
Class A Common Stock, $0.001 par value								332,690	I	See footnotes(1)(3)
Class A Common Stock, $0.001 par value								61,027	I	See footnotes(1)(4)
Class A Common Stock, $0.001 par value								102,435	I	See footnotes(1)(5)

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
Options (right to buy)(6)	$83.21	07/02/2025		M			80,071	(7)	10/16/2025	Class A Common Stock, $0.001 par value	80,071	$0	0	D

Explanation of Responses:

1. The Reporting Person disclaims beneficial ownership of the securities reported herein, except to the extent of such Reporting Person's pecuniary interest therein.

2. Represents shares held by Grantor Retained Annuity Trusts of which the Reporting Person is the sole annuitant and trustee.

3. Represents shares held by trusts over whose trustee the Reporting Person can exercise remove and replace powers.

4. Represents shares held by a trust of which the Reporting Person is a co-trustee and beneficiary.

5. Represents shares held by a trust of which the Reporting Person is a trustee.

6. Represents options to purchase the Issuer's Class A Common Stock, $0.001 par value ("Common Stock").

7. An option to purchase 80,071 shares of the Issuer's Common Stock was issued on October 17, 2018 to the Reporting Person under the Issuer's 2015 Omnibus Incentive Plan. 20,017 shares of Common Stock became exercisable on October 17, 2019, and 20,018 shares of Common Stock became exercisable on each of October 17, 2020, October 17, 2021 and October 17, 2022.

Remarks:

	/s/ Erik Gershwind	07/07/2025
	** 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).
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

How many OSBC shares did EVP Donald Pilmer acquire on 30 June 2025?

He received 16 shares (1 via the Profit Sharing Plan and 15 via the 401-K Plan).

What is Donald Pilmer’s total beneficial ownership in OSBC after the filing?

Approximately 107,465 share equivalents (63,135 direct, 5,612 indirect, 38,718 RSUs).

Were any OSBC shares sold in this Form 4 filing?

No. All reported transactions were acquisitions through benefit plans; no dispositions occurred.

Did the transactions involve cash purchases?

No. The shares were allocated at $0 cost under qualified employee benefit plans.

Does the filing signal a change in insider sentiment at Old Second Bancorp?

The de minimis, plan-based nature suggests no change in insider sentiment or strategic outlook.