SEC Form 4 · accession 0000950142-18-000076

MSC INDUSTRIAL DIRECT CO INC · MSM

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Mitchell Jacobson

Director · 10% Owner

Period of report

Jan 11, 2018

Accepted (ET)

Jan 16, 2018 · 7:49 pm EST

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0001003078

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Class A Common Stock^F1,F2	Jan 11, 2018	C	39,752	—	A	39,752	I	See Footnote
Class A Common Stock^F3,F2	Jan 11, 2018	S	33,588	$95.53	D	6,164	I	See Footnote
Class A Common Stock^F4,F2	Jan 11, 2018	S	6,164	$96.53	D	0	I	See Footnote
Class A Common Stock^F1,F2	Jan 12, 2018	C	25,000	—	A	25,000	I	See Footnote
Class A Common Stock^F5,F2	Jan 12, 2018	S	24,288	$96.02	D	712	I	See Footnote

Table II — derivative securities

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Class B Common Stock^F2,F7,F1	—	Jan 11, 2018	C	39,752	D	—	—	Class A Common Stock	—	1,652,694	I
Class B Common Stock^F2,F1	—	Jan 12, 2018	C	25,000	D	—	—	Class A Common Stock	—	1,627,694	I
Class B Common Stock^F6,F1	—	holding	—	—	—	—	—	Class A Common Stock	—	2,818,259	I
Class B Common Stock^F7,F1	—	holding	—	—	—	—	—	Class A Common Stock	—	2,436,369	D

Explanation of responses

F1The Class B Common Stock is convertible immediately in a one-for-one basis into shares of Class A Common Stock and does not expire.
F2The Reporting Person may be deemed to beneficially own such shares as Settlor and Trustee of grantor retained annuity trusts and other trusts. The Reporting Person disclaims beneficial ownership of the shares held by such trusts.
F3The price shown in Column 4 is a weighted average sale price. The price range for the sales is $95.21 to $96.00. The Reporting Person undertakes to provide upon request by the staff of the Securities and Exchange Commission, the issuer or a security holder of the issuer, full information regarding the number of shares sold at each separate price.
F4The price shown in Column 4 is a weighted average sale price. The price range for the sales is $96.33 to $96.76. The Reporting Person undertakes to provide upon request by the staff of the Securities and Exchange Commission, the issuer or a security holder of the issuer, full information regarding the number of shares sold at each separate price.
F5The price shown in Column 4 is a weighted average sale price. The price range for the sales is $96.00 to $96.23. The Reporting Person undertakes to provide upon request by the staff of the Securities and Exchange Commission, the issuer or a security holder of the issuer, full information regarding the number of shares sold at each separate price.
F6Such shares, or trust interests in such shares, are owned by trusts for the benefit of the Reporting Person's son, of which the Reporting Person's spouse is a Trustee. The Reporting Person disclaims beneficial ownership of the shares held by such trust.
F7The amounts shown in Column 9 of Table II reflect (in addition to the transactions described herein) changes in form of beneficial ownership that have occurred since the Reporting Person's prior report.