0001144204-11-059317.txt : 20111025 0001144204-11-059317.hdr.sgml : 20111025 20111025214620 ACCESSION NUMBER: 0001144204-11-059317 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20111021 FILED AS OF DATE: 20111025 DATE AS OF CHANGE: 20111025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Armstrong Steve CENTRAL INDEX KEY: 0001447935 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-14130 FILM NUMBER: 111157818 MAIL ADDRESS: STREET 1: C/O MSC INDUSTRIAL DIRECT CO., INC. STREET 2: 75 MAXESS ROAD CITY: MELVILLE STATE: NY ZIP: 11747 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: 0901 BUSINESS ADDRESS: STREET 1: 75 MAXESS RD CITY: MELVILLE STATE: NY ZIP: 11747 BUSINESS PHONE: 516-812-2000 MAIL ADDRESS: STREET 1: 75 MAXESS ROAD CITY: MELVILLE STATE: NY ZIP: 11747 4 1 v238095_form4.xml FORM 4 X0304 4 2011-10-21 0 0001003078 MSC INDUSTRIAL DIRECT CO INC MSM 0001447935 Armstrong Steve C/O MSC INDUSTRIAL DIRECT CO., INC. 75 MAXESS ROAD MELVILLE NY 11747 0 1 0 0 VP, GC & Corp. Secy. Class A Common Stock, $0.001 par value 2011-10-21 4 A 0 1874 0 A 9360 D Options (right to buy) 66.69 2011-10-21 4 A 0 13379 0 A 2018-10-20 Class A Common Stock, $0.001 par value 13379 13379 D These shares were granted under the Issuer's 2005 Omnibus Equity Plan, and are subject to restrictions on transfer that terminate as follows: one-half of such shares may be sold on or after October 21, 2014, an additional one-quarter may be sold on or after October 21, 2015, and an additional one-quarter may be sold on or after October 21, 2016. Represents options to purchase the Issuer's Class A Common Stock, $0.001 par value ("Common Stock"). An option to purchase 13,379 shares of the Issuer's Common Stock was issued to the Reporting Person under the Issuer's 2005 Omnibus Equity Plan. 3,344 shares of Common Stock become exercisable on October 21, 2012 and an additional 3,345 shares of Common Stock become exercisable on each of October 21, 2013, October 21, 2014, and October 21, 2015. /s/ Christopher Davanzo, as attorney-in-fact for Steve Armstrong 2011-10-25 EX-24 2 v238095_ex24.htm EXHIBIT 24
POWER OF ATTORNEY
 
 
Know by all these presents, that the undersigned hereby constitutes and appoints each of Jeff Kaczka and Chris Davanzo, acting individually, as 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 and/or director of MSC Industrial Direct Co., Inc. (the “Company”), Forms 3, 4, 5 and 144 relating to the undersigned’s holdings of or transactions in securities issued by the Company as such filings are required by Section 16(a) of the Securities Exchange Act of 1934 and Rule 144 of the Securities Act of 1933;
 
 
2.
do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such Form 3, 4, 5 or 144, complete and execute any amendment or amendments thereto, and timely file such form 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 to, 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-infact’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, in 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 Securities Exchange Act of 1934 or Rule 144 of the Securities Act of 1933.
 
This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Forms 3, 4, 5 and 144 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 each of the foregoing attorneys-in-fact.
 
[signature page follows]
 
 
 
 
 
IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 17th day of October, 2011.
 
 
 
/s/ Steve Armstrong                      
Steve Armstrong