| Accession Number: | 0001003078-19-000203 |
| Date: | 2019-10-17 |
| Issuer: | MSC INDUSTRIAL DIRECT CO INC (MSM) |
| Original Submission Date: |
GERSHWIND ERIK
C/O MSC INDUSTRIAL DIRECT CO., INC.
75 MAXESS ROAD
MELVILLE, NY US 11747
| Title of Security | Transaction Date | 2a. Deemed Execution Date | Transaction Code | Shares | Acquired or Disposed | Price per share | 5. Amount of Securities Beneficially Owned Following Reported Transaction | 6. Ownership Form Direct or Indirect | Nature of Indirect Ownership |
|---|---|---|---|---|---|---|---|---|---|
| CLASS A COMMON STOCK, $0.001 PAR VALUE | 2019-10-17 | M | 3,304 | a | $0.00 | 249,648 | direct | ||
| CLASS A COMMON STOCK, $0.001 PAR VALUE | 2019-10-17 | M | 112 | a | $0.00 | 249,760 | direct | ||
| CLASS A COMMON STOCK, $0.001 PAR VALUE | 2019-10-17 | F | 0 | d | $72.00 | 249,760 | direct | ||
| CLASS A COMMON STOCK, $0.001 PAR VALUE | 2019-10-19 | M | 2,801 | a | $0.00 | 252,561 | direct | ||
| CLASS A COMMON STOCK, $0.001 PAR VALUE | 2019-10-19 | M | 311 | a | $0.00 | 252,872 | direct | ||
| CLASS A COMMON STOCK, $0.001 PAR VALUE | 2019-10-19 | F | 1 | d | $71.90 | 252,871 | direct | ||
| CLASS A COMMON STOCK, $0.001 PAR VALUE | 2019-10-20 | M | 2,764 | a | $0.00 | 255,635 | direct | ||
| CLASS A COMMON STOCK, $0.001 PAR VALUE | 2019-10-20 | M | 168 | a | $0.00 | 255,803 | direct | ||
| CLASS A COMMON STOCK, $0.001 PAR VALUE | 2019-10-20 | F | 1 | d | $71.90 | 255,802 | direct | ||
| CLASS A COMMON STOCK, $0.001 PAR VALUE | 2019-10-17 | 0 | $0.00 | 162,457 | indirect | f4 |
| Title of Derivative Security | Conversion or Exercise Price of Derivative Security | Transaction Date | Deemed Execution Date | Transaction Code | Number of Derivative Securities Acquired (A) or Disposed of (D) | Date Exercisable | Expiration Date | Title and Amount of Securities Underlying Derivative Security | Price of Derivative Security | Number of derivative Securities Beneficially Owned Following Reported Transaction(s) | Ownership Form: Direct (D) or Indirect (I) | Nature of Indirect Beneficial Ownership |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| RESTRICTED STOCK UNITS (RSU) | 0.0 | 2019-10-17 | deemed execution date | M | 3,304 (d) | class a common stock, $0.001 par value 3,304 | $0.00 | 13,220 | direct | |||
| DIVIDEND EQUIVALENT UNITS | 0.0 | 2019-10-17 | deemed execution date | M | 112 (d) | class a common stock, $0.001 par value 112 | $0.00 | 2,317 | direct | |||
| RESTRICTED STOCK UNITS (RSU) | 0.0 | 2019-10-19 | deemed execution date | M | 2,801 (d) | class a common stock, $0.001 par value 2,801 | $0.00 | 2,802 | direct | |||
| DIVIDEND EQUIVALENT UNITS | 0.0 | 2019-10-19 | deemed execution date | M | 311 (d) | class a common stock, $0.001 par value 311 | $0.00 | 2,006 | direct | |||
| RESTRICTED STOCK UNITS (RSU) | 0.0 | 2019-10-20 | deemed execution date | M | 2,764 (d) | class a common stock, $0.001 par value 2,764 | $0.00 | 1,659 | direct | |||
| DIVIDEND EQUIVALENT UNITS | 0.0 | 2019-10-20 | deemed execution date | M | 168 (d) | class a common stock, $0.001 par value 168 | $0.00 | 1,839 | direct |
| ID | footnote |
|---|---|
| f1 | each rsu represents a contingent right to receive one share of common stock. |
| f2 | 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. |
| f3 | disposition of class a common stock to the issuer to partially cover tax withholding obligations arising from the vesting of rsus and deus. |
| f4 | represents shares of class a common stock held by a trust, the beneficiaries of which are family members of the reporting person. the reporting person disclaims section 16 beneficial ownership of the shares held in the trust, except to the extent of his pecuniary interest therein. |
| f5 | 3,304 of 16,524 rsus granted on october 17, 2018 vested on october 17, 2019, and 3,305 rsus vest on each of october 17, 2020, october 17, 2021, october 17, 2022, and october 17, 2023, 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. |
| f6 | 2,801 of 14,006 rsus granted on october 19, 2015 vested on each of october 19, 2016, october 19, 2017, and october 19, 2018. 2,801 rsus vested on october 19, 2019, and 2,802 rsus vest on october 19, 2020, 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. |
| f7 | 2,763 of 13,819 rsus granted on october 20, 2017 vested on october 20, 2018. 2,764 rsus vested october 20, 2019, and 2,764 rsus vest on october 20, 2020, october 20, 2021, and october 20, 2022, 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. |
