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Current Report · Items 5.02, 9.01 · 8-K/A

MSC Industrial Direct Co., Inc.

MSMNYSEEQUITYCurrent

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangement of Certain Officers On July 14, 2026, Sid Tool Co., Inc., a wholly-owned subsidiary of the Company, and Mr. Dongre entered into an Agreement and Release (the “Transition Agreement”) in connection with Mr.…

Filed Jul 17, 2026Accepted Jul 17, 2026, 9:15 AM EDTCIK 1003078Accession 0001003078-26-000083
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Company context

Current securities

Recent company filings

  1. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements · Regulation FD DisclosureSep 8, 2026
  2. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory ArrangementsAug 19, 2026
  3. SCHEDULE 13G filingAug 11, 2026
  4. 10-Q filingJul 1, 2026
  5. Results of Operations and Financial ConditionJul 1, 2026

Disclosure sections

Items 5.02, 9.01

Select an item to read the extracted section. The as-filed document remains the primary evidence.

Item 5.02Item 5.02 - Departure/Election of Directors
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangement of Certain Officers On July 14, 2026, Sid Tool Co., Inc., a wholly-owned subsidiary of the Company, and Mr. Dongre entered into an Agreement and Release (the “Transition Agreement”) in connection with Mr. Dongre’s transition from his position as Senior Vice President, General Counsel and Corporate Secretary of the Company to Special Advisor of the Company, effective as of July 20, 2026 (the “Transition Date”). Pursuant to the Transition Agreement, Mr. Dongre will remain employed with the Company as Special Advisor to assist with the transition of his duties until August 31, 2026 (the “Separation Date”). In consideration for Mr. Dongre’s continuing service to the Company as Special Advisor and the comprehensive release of claims against the Company and its affiliates in the Transition Agreement, Mr. Dongre will be entitled to continue to receive his current salary and will be eligible for health benefits and applicable vesting of outstanding equity awards, in each case, beginning on the Transition Date and ending on the day on which he is no longer employed by the Company. Further, in consideration for Mr. Dongre’s assistance with the transition to his successor and his continued service to the Company through the Separation Date, Mr. Dongre will be eligible to receive (i) an amount equal to the annual cash performance bonus that he would have been eligible to receive in respect of the Company’s fiscal year 2026 under the Company’s annual performance bonus plan if he had remained employed with the Company through the date on which bonuses are paid for fiscal year 2026 and (ii) accelerated vesting of certain outstanding equity awards granted under the Company’s executive compensation plans as set forth in the Transition Agreement. The foregoing description of the terms and conditions of the Transition Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Transition Agreement, a copy of which is filed as Exhibit 10.1 hereto and is incorporated by reference herein.