0000950142-23-000306.txt : 20230209 0000950142-23-000306.hdr.sgml : 20230209 20230209161633 ACCESSION NUMBER: 0000950142-23-000306 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20230131 FILED AS OF DATE: 20230209 DATE AS OF CHANGE: 20230209 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Bennett Stacey L. CENTRAL INDEX KEY: 0001195072 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-14130 FILM NUMBER: 23606444 MAIL ADDRESS: STREET 1: 410 PARK AVE., SUITE 620 CITY: NEW YORK STATE: NY ZIP: 10022 FORMER NAME: FORMER CONFORMED NAME: BENNETT STACY GERSHWIND DATE OF NAME CHANGE: 20021001 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: MSC INDUSTRIAL DIRECT CO INC CENTRAL INDEX KEY: 0001003078 STANDARD INDUSTRIAL CLASSIFICATION: WHOLESALE-INDUSTRIAL MACHINERY & EQUIPMENT [5084] IRS NUMBER: 113289165 STATE OF INCORPORATION: NY FISCAL YEAR END: 0902 BUSINESS ADDRESS: STREET 1: 515 BROADHOLLOW ROAD CITY: MELVILLE STATE: NY ZIP: 11747 BUSINESS PHONE: 516-812-2000 MAIL ADDRESS: STREET 1: 515 BROADHOLLOW ROAD CITY: MELVILLE STATE: NY ZIP: 11747 3 1 es230328889_3-bennett.xml OWNERSHIP DOCUMENT X0206 3 2023-01-31 0 0001003078 MSC INDUSTRIAL DIRECT CO INC MSM 0001195072 Bennett Stacey L. C/O MSC INDUSTRIAL DIRECT CO., INC. 515 BROADHOLLOW ROAD MELVILLE NY 11747 0 0 1 0 Class A Common Stock 6409 D Class A Common Stock 162471 I See Footnote Class B Common Stock 0 Class A Common Stock 684590 D Class B Common Stock 0 Class A Common Stock 287222 I See Footnote Such shares, or trust interests in such shares, are owned by trusts over which the Reporting Person is a trustee or a co-trustee and beneficiary or over whose trustee the Reporting Person can exercise remove and replace powers. The Reporting Person disclaims beneficial ownership of the shares held by such trusts. Class B Common Stock is convertible immediately on a one-for-one basis into shares of Class A Common Stock and does not expire. Exhibit 24 - Power of Attorney /s/ Erik Gershwind, Attorney-in-Fact 2023-02-09 EX-24 2 es230328889_ex24.htm EXHIBIT 24

EXHIBIT 24

Power of Attorney

Know all by these presents, that the undersigned hereby constitutes and appoints Erik Gershwind, an officer of MSC Industrial Direct Co., Inc. (the “Company”), signing singly, the undersigned’s true and lawful attorney-in-fact to:

(1) execute for and on behalf of the undersigned, in the undersigned’s capacity as an officer, director or holder of 10% or more of the registered class of securities of the Company, Forms 3, 4 and 5 in accordance with Section 16(a) of the Securities Exchange Act of 1934, as amended, and the rules thereunder (the “Exchange Act”);

(2) do and perform any and all acts for and on behalf of the undersigned that may be necessary or desirable to complete and execute any such Form 3, 4 or 5, complete and execute any amendment or amendments thereto, and timely file such forms or amendments with the United States Securities and Exchange Commission and any stock exchange or similar authority; and

(3) take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such attorney-in-fact’s discretion.

The undersigned hereby grants to each such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact’s substitute or substitutes, shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein granted. The undersigned acknowledges that the foregoing attorneys-in-fact, serving in such capacity at the request of the undersigned, are not assuming, nor is the Company assuming, any of the undersigned’s responsibilities to comply with Section 16 of the Exchange Act.

This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Forms 3, 4 and 5 with respect to the undersigned’s holdings of and transactions in securities issued by the Company, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact.

IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 9th day of February 2023.

	By:	/s/ Stacey L. Bennett
		Name: Stacey L. Bennett

[Signature Page to Power of Attorney (Forms 3, 4 & 5)]