MSC Industrial Direct Company Inc. filed SEC Form 8-K: Leadership Update, Regulation FD Disclosure, Financial Statements and Exhibits
$MSM
Industrial Machinery/Components
Industrials
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
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CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): September 23, 2024
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Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
On September 24, 2024, MSC Industrial Direct Co., Inc. (the “Company”) announced the promotion of Martina McIsaac to President and Chief Operating Officer of the Company, effective September 23, 2024. Ms. McIsaac assumes the role of President from Erik Gershwind, who has voluntarily resigned as President, effective September 23, 2024. Mr. Gershwind will continue in his role as Chief Executive Officer. Ms. McIsaac will hold her office until the election and qualification of a successor or until her earlier death, resignation or removal.
Ms. McIsaac, age 54, has served as Executive Vice President and Chief Operating Officer of the Company since October 2022 and has been responsible for the day-to-day operations of the Company. Before joining the Company, Ms. McIsaac served a nine-year tenure with Hilti Corporation, a multinational company that develops, manufactures and markets hardware, software and services for the construction, building maintenance, energy and manufacturing industries. Prior to joining Hilti, McIsaac held a series of progressively responsible leadership roles with Avery Dennison, a Fortune 500 global materials science and manufacturing company.
In connection with Ms. McIsaac’s promotion, Ms. McIsaac’s annual base salary was increased to $630,000, and her target compensation under the Company’s existing annual performance bonus and long-term incentive compensation programs was increased such that Ms. McIsaac will be eligible to earn an annual incentive bonus with a target amount equal to 80% of her annual base salary and to receive an annual equity award (comprised of performance share units and restricted stock units) with a grant date fair value of $900,000.
There are no arrangements or understandings between Ms. McIsaac and any other persons pursuant to which she was selected as an officer. Ms. McIsaac has no family relationships with any of the Company’s directors or executive officers. There are no transactions involving the Company and Ms. McIsaac that the Company would be required to report pursuant to Item 404(a) of Regulation S-K.
Item 7.01. Regulation FD Disclosure
On September 24, 2024, the Company issued a press release announcing the promotion of Ms. McIsaac to President and Chief Operating Officer of the Company. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated by reference herein.
The information in this Item 7.01, including Exhibit 99.1 attached hereto, is being furnished and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed to be incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in any such filing.
Item 9.01. Financial Statements and Exhibits
(d) Exhibits:
104 | Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101). | |||||||
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| MSC INDUSTRIAL DIRECT CO., INC. | |||||||||||
| Date: | September 24, 2024 | By: | /s/ KRISTEN ACTIS-GRANDE | ||||||||
Name: | Kristen Actis-Grande | ||||||||||
Title: | Executive Vice President and Chief Financial Officer | ||||||||||
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