Sec Form 4 Filing - BARUCH STEVEN N @ MSC INDUSTRIAL DIRECT CO INC - 2022-01-25

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

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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person BARUCH STEVEN N 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) EVP, STRATEGY & MARKETING (Last) (First) (Middle) C/O MSC INDUSTRIAL DIRECT CO., INC., 515 BROADHOLLOW ROAD 3. Date of Earliest Transaction (MM/DD/YY) 01/25/2022 (Street) MELVILLE, NYUS 11747 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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 02/02/2022 M 5,523 A $ 81.76 18,808( 1 ) D Class A Common Stock, $0.001 par value 02/02/2022 M 9,665 A $ 58.9 28,473( 1 ) D Class A Common Stock, $0.001 par value 02/02/2022 S 15,188 D $ 83.9491( 2 ) 13,285( 1 ) D Class A Common Stock, $0.001 par value 02/03/2022 M 1,542 A $ 58.9 14,827( 1 ) D Class A Common Stock, $0.001 par value 02/03/2022 S 1,542 D $ 84( 3 ) 13,285( 1 ) 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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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 (MM/DD/YY) 7. Title and Amount of Underlying Securities (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 of Derivative Security: 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 Dividend Equivalent Units ( 4 ) 01/25/2022 A V 141.085 ( 4 ) ( 4 ) Class A Common Stock, $0.001 par value 141.085 $ 0 1,282 D Options (right to buy) ( 5 ) 02/02/2022 M 5,523 ( 6 ) 10/22/2022 Class A Common Stock, $0.001 par value 5,523 $ 81.76 0 D Options (right to buy) ( 5 ) 02/02/2022 M 9,665 ( 7 ) 10/18/2022 Class A Common Stock, $0.001 par value 9,665 $ 58.9 1,542 D Options (right to buy) ( 5 ) 02/03/2022 M 1,542 ( 7 ) 10/18/2022 Class A Common Stock, $0.001 par value 1,542 $ 58.9 0 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other BARUCH STEVEN N C/O MSC INDUSTRIAL DIRECT CO., INC. 515 BROADHOLLOW ROAD MELVILLE, NYUS 11747 EVP, STRATEGY & MARKETING Signatures /s/ Steven Baruch 02/04/2022 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Includes shares acquired under the company's Associate Stock Purchase Plan. ( 2 )Represents the sale of 15,188 shares in 17 separate transactions, ranging from $83.90 to $84.17 per share, resulting in a weighted average sale price per share of $83.949128. The Reporting Person undertakes to provide upon request by the SEC staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares sold at each separate price within the range. ( 3 )Represents the sale of 1,542 shares in one transaction at $84.00 per share. The Reporting Person undertakes to provide upon request by the SEC staff, the Issuer, or a security holder of the Issuer, full information regarding the shares sold. ( 4 )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. ( 5 )Represents options to purchase the Issuer's Class A Common Stock, $0.001 par value ("Common Stock"). ( 6 )An option to purchase 5,523 shares of the Issuer's Common Stock was issued to the Reporting Person under the Issuer's 2005 Omnibus Incentive Plan. 1,380 shares of Common Stock became exercisable on October 23, 2014, and 1,381 shares of Common Stock became exercisable on each of October 23, 2015, October 23, 2016 and October 23, 2017. ( 7 )An option to purchase 11,207 shares of the Issuer's Common Stock was issued to the Reporting Person under the Issuer's 2015 Omnibus Incentive Plan. 2,801 shares of Common Stock became exercisable on October 19, 2016, and 2,802 shares of Common Stock became exercisable on each of October 19, 2017, October 19, 2018 and October 19, 2019.

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