Sec Form 4 Filing - Shacklett Kimberly @ MSC INDUSTRIAL DIRECT CO INC - 2022-08-12

Insider filing report for Changes in Beneficial Ownership
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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
Shacklett Kimberly
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)
SVP, Sales & Customer Success
(Last) (First) (Middle)
C/O MSC INDUSTRIAL DIRECT CO., INC., 515 BROADHOLLOW ROAD
3. Date of Earliest Transaction (MM/DD/YY)
08/12/2022
(Street)
MELVILLE, NY11747
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 08/12/2022 M 3,337 A $ 81.76 12,337 D
Class A Common Stock, $0.001 par value 08/12/2022 M 4,720 A $ 83.03 17,057 D
Class A Common Stock, $0.001 par value 08/12/2022 S 8,057 D $ 85( 1 ) 9,000 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
Options (right to buy) ( 2 ) 08/12/2022 M 3,337 ( 3 ) 10/22/2022 Class A Common Stock, $0.001 par value 3,337 $ 81.76 0 D
Options (right to buy) ( 2 ) 08/12/2022 M 4,720 ( 4 ) 10/21/2022 Class A Common Stock, $0.001 par value 4,720 $ 83.03 0 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Shacklett Kimberly
C/O MSC INDUSTRIAL DIRECT CO., INC.
515 BROADHOLLOW ROAD
MELVILLE, NY11747
SVP, Sales & Customer Success
Signatures
/s/ Kimberly Shacklett 08/16/2022
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Represents the sale of 8,057 shares in one transaction at $85.00 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 number of shares sold.
( 2 )Represents options to purchase the Issuer's Class A Common Stock, $0.001 par value ("Common Stock").
( 3 )An option to purchase 3,337 shares of the Issuer's Common Stock was issued to the Reporting Person under the Issuer's 2005 Omnibus Incentive Plan. 834 shares of Common Stock became exercisable on each of October 23, 2014, October 23, 2015, and October 23, 2016, and 835 shares of Common Stock became exercisable on October 23, 2017.
( 4 )An option to purchase 4,720 shares of the Issuer's Common Stock was issued to the Reporting Person under the Issuer's 2005 Omnibus Incentive Plan. 1,180 shares of Common Stock became exercisable on each of October 22, 2015, October 22, 2016, October 22, 2017 and October 22, 2018.

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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