MSC Industrial Direct Proxy Statement Filed

Ticker: MSM · Form: DEFA14A · Filed: Dec 23, 2025 · CIK: 1003078

Sentiment: neutral

Topics: proxy-statement, regulatory-filing, shareholder-meeting

TL;DR

MSC Industrial Direct filed its proxy statement, shareholders vote soon.

AI Summary

MSC Industrial Direct Co., Inc. filed a Definitive Proxy Statement (DEFA14A) on December 23, 2025. This filing is related to the company's proxy materials, which are used to solicit votes from shareholders for upcoming meetings. The filing indicates no fee was required for this submission.

Why It Matters

This filing is a standard regulatory requirement for public companies to communicate with shareholders about important matters requiring a vote, such as board elections or corporate proposals.

Risk Assessment

Risk Level: low — This is a routine regulatory filing for a public company and does not contain new financial information or strategic decisions that would inherently increase risk.

Key Players & Entities

FAQ

What type of SEC filing is this?

This is a DEFA14A, a Definitive Proxy Statement.

Who is the registrant for this filing?

The registrant is MSC INDUSTRIAL DIRECT CO., INC.

On what date was this filing submitted?

The filing was submitted on December 23, 2025.

Is there a fee associated with this filing?

No fee was required for this filing.

What is the purpose of a DEFA14A filing?

A DEFA14A is used to solicit votes from shareholders for company matters, such as annual meetings.

Filing Stats: 495 words · 2 min read · ~2 pages · Grade level 13.4 · Accepted 2025-12-23 08:16:34

Filing Documents

From the Filing

Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 __________________________ SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 __________________________ Filed by the Registrant Filed by a Party other than the Registrant Check the appropriate box o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) o Definitive Proxy Statement Definitive Additional Materials o Soliciting Material Pursuant to 240.14a-12 MSC INDUSTRIAL DIRECT CO., INC. (Name of Registrant as Specified In Its Charter) (Name of Person(s) Filing Proxy Statement, if other than the Registrant) Payment of Filing Fee (Check all boxes that apply) No fee required Fee paid previously with preliminary materials Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11 MSC INDUSTRIAL DIRECT CO., INC. DECEMBER 23, 2025 SUPPLEMENT TO THE PROXY STATEMENT FOR THE ANNUAL MEETING OF SHAREHOLDERS TO BE HELD ON JANUARY 21, 2026 Explanatory Note This supplement (this "Supplement") to the definitive proxy statement filed by MSC Industrial Direct Co., Inc. (the "Company") with the Securities and Exchange Commission on December 11, 2025 (the "Proxy Statement") relating to the Company's 2026 Annual Meeting of Shareholders to be held at 900 AM, Eastern Time, on Wednesday, January 21, 2026 (the "Annual Meeting") is being filed solely to correct an inadvertent error with respect to the description of the voting standard for Proposal 4 – Approval of Amendment No. 1 to Our Amended and Restated Associate Stock Purchase Plan ("Proposal 4"). Except as specifically supplemented by the information contained below, all information set forth in the Proxy Statement remains unchanged. The second paragraph under the heading "Approval of Amendment No. 1 to Amended and Restated Associate Stock Purchase Plan (Proposal 4)" on page 64 of the Proxy Statement, which states the voting standard applicable to Proposal 4, is revised to read as follows Approval of Amendment No. 1 will require the affirmative vote of at least a majority of the votes cast in person or by proxy at the Annual Meeting, assuming the presence of a quorum. Abstentions and broker non-votes are not counted for any purpose in determining whether this proposal has been approved. As further discussed in the section titled "What is a broker non-vote" on page 72 of this Proxy Statement, if you own shares through a bank, broker or other holder of record, you must instruct your bank, broker or other holder of record how to vote in order for them to vote your shares so that your vote can be counted on this proposal. The Company urges you to read the Proxy Statement and this Supplement in their entirety. This Supplement does not change the proposals to be acted upon at the Annual Meeting, which are described in the Proxy Statement. If you have already voted your shares or submitted your proxy, you do not need to take any action unless you wish to change your vote.

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