Unassociated Document
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K
CURRENT
REPORT
Pursuant
to Section 13 or 15(d) of
the
Securities Exchange Act of 1934
Date of
Report (Date of earliest event reported): October 20,
2009
MSC
Industrial Direct Co., Inc.
(Exact
Name of Registrant as Specified in Its Charter)
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New
York
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1-14130
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11-3289165
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(State
or other jurisdiction of incorporation)
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(Commission
File Number)
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(IRS
Employer Identification No.)
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75
Maxess Road, Melville, New York
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11747
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(Address
of principal executive offices)
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(Zip
Code)
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Registrant’s
telephone number, including area code: (516)
812-2000
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Not
Applicable
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(Former
name or former address, if changed since last report)
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Check the
appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following
provisions:
□ Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
□ Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
□ Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
□ Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
Item
5.02 Departure of Directors or Certain Officers; Election
of Directors; Appointment of Certain Officers; Compensatory Arrangements of
Certain Officers
(c) On
October 20, 2009, the Company announced executive promotions. Erik
Gershwind was promoted to Executive Vice President and Chief Operating Officer
and Douglas Jones was promoted to Executive Vice President, Global Supply Chain
Operations.
Mr.
Gershwind, age 38, served as our Senior Vice President, Product Management and
Marketing since December 2005. Previously, Mr. Gershwind was our
Vice President of Product Management from April 2005. From August
2004 to April 2005, Mr. Gershwind served as Vice President of MRO and Inventory
Management.
In fiscal
year 2009, Mr. Gershwind was compensated with a base salary of
$254,404. Mr. Gershwind's current annual base salary is $256,237 per
annum. In addition, on October 16, 2008, as part of the Company's
annual equity award grants, Mr. Gershwind received a stock award of 3,283
restricted shares of our Class A common stock, with a total aggregate fair
market value of $124,984 on the date of grant, and a grant of 18,000 options to
purchase shares of our Class A common stock at an exercise price of $38.07 per
share, and a Black-Scholes value of $10.05 per share. Mr. Gershwind
also received $112,956 as compensation for fiscal year 2008 under our annual
cash incentive awards program. On October 13, 2009, as part of the
Company's annual equity award grants, Mr. Gershwind received a stock award of
3,192 restricted shares of our Class A common stock, with a total aggregate fair
market value of $140,991 on the date of grant, and a grant of 18,928 options to
purchase shares of our Class A common stock at an exercise price of $44.17 per
share, and an estimated Black-Scholes value of $12.50 per share. In
addition, Mr. Gershwind will participate in our annual cash incentive bonus
program for fiscal year 2010 and is entitled to participate in all of the
employee benefit plans available to our executives.
Mr.
Gershwind is the nephew of Mitchell Jacobson, our Chairman of the Board, and the
son of Marjorie Gershwind, Mr. Jacobson's sister. Mr. Jacobson and
Ms. Gershwind are also principal shareholders of the Company.
Mr.
Jones, age 45, served as our Senior Vice President, Supply Chain Management
since April 2008. Previously, he was our Senior Vice
President of Logistics from December 2005. Mr. Jones joined the
Company in July 2001, as Vice President of Fulfillment. Prior to
joining the Company, he served as Vice President, Distribution Operations for
the Central Region of the United States, at Fisher Scientific from 1998 to
2001. Prior to his role at Fisher Scientific, Mr. Jones was part
of the Management Team at McMaster-Carr Supply Company, based in
Chicago. During his ten-plus-year tenure with McMaster-Carr,
Mr. Jones held various managerial positions of increasing responsibility in
Fulfillment, Finance, Purchasing and Inventory Management.
The
appointments were effective October 13, 2009.
Copies of
the Company’s press releases are filed as Exhibits 99.1 and 99.2 to this
report.
Item
9.01 Financial Statements and Exhibits
(d) Exhibits
99.1 Press
Release announcing the promotion of Erik Gershwind, dated October 20, 2009,
issued by MSC Industrial Direct Co., Inc.
99.2
Press Release announcing the promotion of Douglas Jones, dated October 20, 2009,
issued by MSC Industrial Direct Co., Inc.
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.
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MSC
INDUSTRIAL DIRECT CO., INC.
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Date:
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October
20, 2009
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By:
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/s/
Shelley M. Boxer
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Name: Shelley
M. Boxer
Title:
Vice President, Finance
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Exhibit
Index
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99.1
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Press
Release announcing the appointment of Erik Gershwind, dated October 20,
2009, issued by MSC Industrial Direct Co., Inc.
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99.2
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Press
Release announcing the appointment of Douglas Jones, dated October 20,
2009, issued by MSC Industrial Direct Co.,
Inc.
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