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MSC INDUSTRIAL DIRECT CO. INC. 2024-2025 Proxy Voting Records

Compiled from SEC Form N-PX filings and MSC INDUSTRIAL DIRECT CO. INC.’s Form 8-K, filed 2025-01-22 (Item 5.07 on EDGAR). Page generated 04 October 2026.

14Reported items
414Asset managers
4,897Fund votes
2025-01-22Meeting date

Proxy season: 2023-2024 2024-2025 2025-2026

Explore MSC INDUSTRIAL DIRECT CO. INC. in the interactive database Compare manager voting policies

Official 2024-2025 meeting results reported by MSC INDUSTRIAL DIRECT CO. INC.

These tallies are MSC INDUSTRIAL DIRECT CO. INC.’s own, as disclosed to the U.S. Securities and Exchange Commission on Form 8-K, filed 2025-01-22 (Item 5.07, “Submission of Matters to a Vote of Security Holders”). They cover every share voted at the meeting, not just the funds that file Form N-PX.

MSC INDUSTRIAL DIRECT CO. INC. — official shareholder meeting results, meeting held 2025-01-22
Ballot item	For	Against	Abstain	Withheld	Broker non-votes	Outcome
Elect Director: Erik Gershwind	49,790,255	594,795	60,779	--	2,090,799	Majority: yes
Elect Director: Louise Goeser	49,147,563	1,245,407	52,859	--	2,090,799	Majority: yes
Elect Director: Mitchell Jacobson	45,942,736	4,441,647	61,446	--	2,090,799	Majority: yes
Elect Director: Michael Kaufmann	48,873,619	1,518,237	53,973	--	2,090,799	Majority: yes
Elect Director: Robert Aarnes	50,231,793	142,246	71,790	--	2,090,799	Majority: yes
Elect Director: Steven Paladino	49,863,545	528,449	53,835	--	2,090,799	Majority: yes
Elect Director: Philip Peller	44,331,544	6,060,399	53,886	--	2,090,799	Majority: yes
Elect Director: Rahquel Purcell	49,501,203	875,079	69,547	--	2,090,799	Majority: yes
Elect Director: Rudina Seseri	49,387,935	1,002,616	55,278	--	2,090,799	Majority: yes
Advisory vote to approve the compensation of the Company's named executive officers :	49,664,070	711,825	69,934	--	2,090,799	Majority: yes

Source: MSC INDUSTRIAL DIRECT CO. INC., Form 8-K, filed with the SEC on 2025-01-22 — read the filing on EDGAR.

How asset managers voted at the MSC INDUSTRIAL DIRECT CO. INC. 2024-2025 meeting

Each item below shows how the 414 asset managers that disclosed a MSC INDUSTRIAL DIRECT CO. INC. vote in their SEC Form N-PX filings actually voted. Share totals are the shares those managers' funds voted, summed across every fund they report. These are reported items, not a count of the ballot: fund filings describe one ballot item in different words. Two descriptions are shown as one item only on evidence — the same text (or one cut short of the other), the same director nominee, or a match to the same row of MSC INDUSTRIAL DIRECT CO. INC.’s own Form 8-K tally — never because they merely read alike. A description that could not be joined that way is listed on its own, so one ballot item can appear more than once.

1. Advisory Vote to Approve Named Executive Officer Compensation: To approve, on an advisory basis, the compensation of MSC's named executive officers.

SECTION 14A SAY-ON-PAY VOTESMajority of the votes cast: yes

Meeting held 2025-01-22.

Combines 18 wordings of this item as funds reported it.

99% Majority: yes · of votes cast

FOR 99%

FOR: 49,664,070AGAINST: 711,825

MSC INDUSTRIAL DIRECT CO. INC.’s own tally for this item (“Advisory vote to approve the compensation of the Company's named executive officers :”): 49,664,070 for, 711,825 against, per its Form 8-K filed 2025-01-22 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item. Of all 55,859,134 outstanding shares: 89% for, 1% against (90% of the company cast a for/against vote).

The 402 asset managers below cast 99% of the shares they voted on this item FOR (48,026,345 for, 565,187 against).

FOR 99%

FOR: 48,026,345 (98.8%)AGAINST: 565,187 (1.2%)ABSTAIN: 16,057 (0.0%)NOT VOTED: 965 (0.0%)

Largest asset managers voting on “Advisory Vote to Approve Named Executive Officer Compensation: To approve, on an advisory basis, the compensat” at MSC INDUSTRIAL DIRECT CO. INC., 2024-2025
Asset manager	For	Against	Vote
American Century	8,051,642	0	For
Vanguard	5,085,629	0	For
BlackRock	4,469,296	304	For
Charles Schwab	3,259,384	0	For
First Trust	1,865,610	0	For
Invesco	1,771,091	0	For
Boston Partners	1,309,132	0	For
John Hancock	1,280,168	0	For
State Street	1,076,493	0	For
GEODE CAPITAL MANAGEMENT, LLC	1,068,517	0	For
Fidelity	959,552	0	For
Epoch Investment Partners, Inc.	951,706	0	For
Dimensional	896,405	0	For
NEW SOUTH CAPITAL MANAGEMENT INC	572,111	0	For
OLD REPUBLIC INTERNATIONAL CORP	565,200	0	For
FULLER & THALER ASSET MANAGEMENT, INC.	550,594	0	For
DISCIPLINED GROWTH INVESTORS INC /MN	550,563	0	For
UNDISCOVERED MANAGERS FUNDS	486,480	0	For
PZENA INVESTMENT MANAGEMENT LLC	461,931	0	For
Pacer Funds Trust	442,557	0	For
New York Life	442,450	0	For
Janus Henderson	417,237	0	For
JANUS INVESTMENT FUND	383,591	0	For
JPMorgan	374,719	0	For
DEPRINCE RACE & ZOLLO INC	370,500	0	For

Showing the 25 largest of 402 asset managers. See all 402 in the interactive database.

2. Election of Directors: Erik Gershwind

DIRECTOR ELECTIONSMajority of the votes cast: yes

Meeting held 2025-01-22.

Combines 2 wordings of this item as funds reported it.

99% Majority: yes · of votes cast

FOR 99%

FOR: 49,790,255AGAINST: 594,795

MSC INDUSTRIAL DIRECT CO. INC.’s own tally for this item (“Elect Director: Erik Gershwind”): 49,790,255 for, 594,795 against, per its Form 8-K filed 2025-01-22 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item. Of all 55,859,134 outstanding shares: 89% for, 1% against (90% of the company cast a for/against vote).

The 107 asset managers below cast 99.9% of the shares they voted on this item FOR (26,748,156 for, 11 against).

FOR 99.9%

FOR: 26,748,156 (99.9%)AGAINST: 11 (0.0%)ABSTAIN: 15,732 (0.1%)

Largest asset managers voting on “Election of Directors: Erik Gershwind” at MSC INDUSTRIAL DIRECT CO. INC., 2024-2025
Asset manager	For	Vote
Vanguard	4,967,702	For
American Century	4,689,007	For
BlackRock	3,470,475	For
First Trust	1,847,791	For
Charles Schwab	1,622,973	For
John Hancock	1,244,804	For
Invesco	873,061	For
Fidelity	835,606	For
Dimensional	745,247	For
UNDISCOVERED MANAGERS FUNDS	486,480	For
Pacer Funds Trust	442,557	For
New York Life	426,172	For
JANUS INVESTMENT FUND	383,591	For
Royce	367,782	For
Lincoln Financial	338,534	For
BOSTON TRUST WALDEN FUNDS	258,838	For
Investment Managers Series Trust III	258,539	For
AMERICAN BEACON FUNDS	229,395	For
WisdomTree	205,636	For
ALPS ETF Trust	204,565	For
Equitable	169,312	For
JPMorgan	164,711	For
Thrivent	155,752	For
Northwestern Mutual	151,485	For
Victory Capital	131,437	For

Showing the 25 largest of 107 asset managers. See all 107 in the interactive database.

3. Election of Directors: Louise Goeser

DIRECTOR ELECTIONSMajority of the votes cast: yes

Meeting held 2025-01-22.

Combines 2 wordings of this item as funds reported it.

98% Majority: yes · of votes cast

FOR 98%

FOR: 49,147,563AGAINST: 1,245,407

MSC INDUSTRIAL DIRECT CO. INC.’s own tally for this item (“Elect Director: Louise Goeser”): 49,147,563 for, 1,245,407 against, per its Form 8-K filed 2025-01-22 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item. Of all 55,859,134 outstanding shares: 88% for, 2% against (90% of the company cast a for/against vote).

The 107 asset managers below cast 99.9% of the shares they voted on this item FOR (26,739,127 for, 7,689 against).

FOR 99.9%

FOR: 26,739,127 (99.9%)AGAINST: 7,689 (0.0%)ABSTAIN: 17,083 (0.1%)

Largest asset managers voting on “Election of Directors: Louise Goeser” at MSC INDUSTRIAL DIRECT CO. INC., 2024-2025
Asset manager	For	Vote
Vanguard	4,967,702	For
American Century	4,689,007	For
BlackRock	3,470,475	For
First Trust	1,847,791	For
Charles Schwab	1,622,973	For
John Hancock	1,244,804	For
Invesco	873,061	For
Fidelity	835,606	For
Dimensional	745,247	For
UNDISCOVERED MANAGERS FUNDS	486,480	For
Pacer Funds Trust	442,557	For
New York Life	426,172	For
JANUS INVESTMENT FUND	383,591	For
Royce	367,782	For
Lincoln Financial	338,534	For
BOSTON TRUST WALDEN FUNDS	258,838	For
Investment Managers Series Trust III	258,539	For
AMERICAN BEACON FUNDS	229,395	For
WisdomTree	205,636	For
ALPS ETF Trust	204,565	For
Equitable	169,312	For
JPMorgan	164,711	For
Thrivent	155,752	For
Northwestern Mutual	151,485	For
Victory Capital	131,437	For

Showing the 25 largest of 107 asset managers. See all 107 in the interactive database.

4. Election of Directors: Michael Kaufmann

DIRECTOR ELECTIONSMajority of the votes cast: yes

Meeting held 2025-01-22.

Combines 2 wordings of this item as funds reported it.

97% Majority: yes · of votes cast

FOR 97%

FOR: 48,873,619AGAINST: 1,518,237

MSC INDUSTRIAL DIRECT CO. INC.’s own tally for this item (“Elect Director: Michael Kaufmann”): 48,873,619 for, 1,518,237 against, per its Form 8-K filed 2025-01-22 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item. Of all 55,859,134 outstanding shares: 87% for, 3% against (90% of the company cast a for/against vote).

The 107 asset managers below cast 99% of the shares they voted on this item FOR (26,426,717 for, 321,450 against).

FOR 99%

FOR: 26,426,717 (98.7%)AGAINST: 321,450 (1.2%)ABSTAIN: 15,732 (0.1%)

Largest asset managers voting on “Election of Directors: Michael Kaufmann” at MSC INDUSTRIAL DIRECT CO. INC., 2024-2025
Asset manager	For	Against	Vote
Vanguard	4,967,702	0	For
American Century	4,689,007	0	For
BlackRock	3,470,475	0	For
First Trust	1,847,791	0	For
Charles Schwab	1,622,973	0	For
John Hancock	1,244,804	0	For
Invesco	873,061	0	For
Fidelity	835,606	0	For
Dimensional	745,247	0	For
UNDISCOVERED MANAGERS FUNDS	486,480	0	For
Pacer Funds Trust	442,557	0	For
New York Life	426,172	0	For
JANUS INVESTMENT FUND	383,591	0	For
Royce	367,782	0	For
Lincoln Financial	338,534	0	For
BOSTON TRUST WALDEN FUNDS	0	258,838	Against
Investment Managers Series Trust III	258,539	0	For
AMERICAN BEACON FUNDS	229,395	0	For
WisdomTree	205,636	0	For
ALPS ETF Trust	204,565	0	For
Equitable	169,312	0	For
JPMorgan	164,711	0	For
Thrivent	155,752	0	For
Northwestern Mutual	151,485	0	For
Victory Capital	131,437	0	For

Showing the 25 largest of 107 asset managers. See all 107 in the interactive database.

5. Election of Directors: Mitchell Jacobson

DIRECTOR ELECTIONSMajority of the votes cast: yes

Meeting held 2025-01-22.

Combines 2 wordings of this item as funds reported it.

91% Majority: yes · of votes cast

FOR 91%9%

FOR: 45,942,736AGAINST: 4,441,647

MSC INDUSTRIAL DIRECT CO. INC.’s own tally for this item (“Elect Director: Mitchell Jacobson”): 45,942,736 for, 4,441,647 against, per its Form 8-K filed 2025-01-22 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item. Of all 55,859,134 outstanding shares: 82% for, 8% against (90% of the company cast a for/against vote).

The 107 asset managers below cast 81% of the shares they voted on this item FOR (21,547,367 for, 5,200,800 against).

FOR 81%AGAINST 19%

FOR: 21,547,367 (80.5%)AGAINST: 5,200,800 (19.4%)ABSTAIN: 15,732 (0.1%)

Largest asset managers voting on “Election of Directors: Mitchell Jacobson” at MSC INDUSTRIAL DIRECT CO. INC., 2024-2025
Asset manager	For	Against	Vote
Vanguard	4,967,702	0	For
American Century	125,375	4,563,632	Against
BlackRock	3,470,475	0	For
First Trust	1,847,791	0	For
Charles Schwab	1,622,973	0	For
John Hancock	1,244,804	0	For
Invesco	873,061	0	For
Fidelity	835,606	0	For
Dimensional	745,247	0	For
UNDISCOVERED MANAGERS FUNDS	486,480	0	For
Pacer Funds Trust	442,557	0	For
New York Life	426,172	0	For
JANUS INVESTMENT FUND	383,591	0	For
Royce	367,782	0	For
Lincoln Financial	48,173	290,361	Against
BOSTON TRUST WALDEN FUNDS	258,838	0	For
Investment Managers Series Trust III	258,539	0	For
AMERICAN BEACON FUNDS	229,395	0	For
WisdomTree	205,636	0	For
ALPS ETF Trust	204,565	0	For
Equitable	65,110	104,202	Against
JPMorgan	164,711	0	For
Thrivent	155,752	0	For
Northwestern Mutual	21,525	129,960	Against
Victory Capital	131,437	0	For

Showing the 25 largest of 107 asset managers. See all 107 in the interactive database.

6. Election of Directors: Philip Peller

DIRECTOR ELECTIONSMajority of the votes cast: yes

Meeting held 2025-01-22.

Combines 2 wordings of this item as funds reported it.

88% Majority: yes · of votes cast

FOR 88%12%

FOR: 44,331,544AGAINST: 6,060,399

MSC INDUSTRIAL DIRECT CO. INC.’s own tally for this item (“Elect Director: Philip Peller”): 44,331,544 for, 6,060,399 against, per its Form 8-K filed 2025-01-22 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item. Of all 55,859,134 outstanding shares: 79% for, 11% against (90% of the company cast a for/against vote).

The 107 asset managers below cast 79% of the shares they voted on this item FOR (21,221,219 for, 5,526,948 against).

FOR 79%AGAINST 21%

FOR: 21,221,219 (79.3%)AGAINST: 5,526,948 (20.7%)ABSTAIN: 15,732 (0.1%)

Largest asset managers voting on “Election of Directors: Philip Peller” at MSC INDUSTRIAL DIRECT CO. INC., 2024-2025
Asset manager	For	Against	Vote
Vanguard	4,967,702	0	For
American Century	125,375	4,563,632	Against
BlackRock	3,470,475	0	For
First Trust	1,847,791	0	For
Charles Schwab	1,622,973	0	For
John Hancock	1,244,804	0	For
Invesco	873,061	0	For
Fidelity	835,606	0	For
Dimensional	745,247	0	For
UNDISCOVERED MANAGERS FUNDS	486,480	0	For
Pacer Funds Trust	442,557	0	For
New York Life	426,172	0	For
JANUS INVESTMENT FUND	383,591	0	For
Royce	367,782	0	For
Lincoln Financial	48,173	290,361	Against
BOSTON TRUST WALDEN FUNDS	0	258,838	Against
Investment Managers Series Trust III	258,539	0	For
AMERICAN BEACON FUNDS	229,395	0	For
WisdomTree	205,636	0	For
ALPS ETF Trust	204,565	0	For
Equitable	65,110	104,202	Against
JPMorgan	164,711	0	For
Thrivent	155,752	0	For
Northwestern Mutual	21,525	129,960	Against
Victory Capital	131,437	0	For

Showing the 25 largest of 107 asset managers. See all 107 in the interactive database.

7. Election of Directors: Rahquel Purcell

DIRECTOR ELECTIONSMajority of the votes cast: yes

Meeting held 2025-01-22.

Combines 2 wordings of this item as funds reported it.

98% Majority: yes · of votes cast

FOR 98%

FOR: 49,501,203AGAINST: 875,079

MSC INDUSTRIAL DIRECT CO. INC.’s own tally for this item (“Elect Director: Rahquel Purcell”): 49,501,203 for, 875,079 against, per its Form 8-K filed 2025-01-22 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item. Of all 55,859,134 outstanding shares: 89% for, 2% against (90% of the company cast a for/against vote).

The 107 asset managers below cast 99% of the shares they voted on this item FOR (26,451,849 for, 296,318 against).

FOR 99%

FOR: 26,451,849 (98.8%)AGAINST: 296,318 (1.1%)ABSTAIN: 15,732 (0.1%)

Largest asset managers voting on “Election of Directors: Rahquel Purcell” at MSC INDUSTRIAL DIRECT CO. INC., 2024-2025
Asset manager	For	Against	Vote
Vanguard	4,967,702	0	For
American Century	4,689,007	0	For
BlackRock	3,470,475	0	For
First Trust	1,847,791	0	For
Charles Schwab	1,622,973	0	For
John Hancock	1,244,804	0	For
Invesco	873,061	0	For
Fidelity	835,606	0	For
Dimensional	745,247	0	For
UNDISCOVERED MANAGERS FUNDS	486,480	0	For
Pacer Funds Trust	442,557	0	For
New York Life	426,172	0	For
JANUS INVESTMENT FUND	383,591	0	For
Royce	367,782	0	For
Lincoln Financial	338,534	0	For
BOSTON TRUST WALDEN FUNDS	0	258,838	Against
Investment Managers Series Trust III	258,539	0	For
AMERICAN BEACON FUNDS	229,395	0	For
WisdomTree	205,636	0	For
ALPS ETF Trust	204,565	0	For
Equitable	169,312	0	For
JPMorgan	164,711	0	For
Thrivent	155,752	0	For
Northwestern Mutual	151,485	0	For
Victory Capital	131,437	0	For

Showing the 25 largest of 107 asset managers. See all 107 in the interactive database.

8. Election of Directors: Robert Aarnes

DIRECTOR ELECTIONSMajority of the votes cast: yes

Meeting held 2025-01-22.

Combines 2 wordings of this item as funds reported it.

99.7% Majority: yes · of votes cast

FOR 99.7%

FOR: 50,231,793AGAINST: 142,246

MSC INDUSTRIAL DIRECT CO. INC.’s own tally for this item (“Elect Director: Robert Aarnes”): 50,231,793 for, 142,246 against, per its Form 8-K filed 2025-01-22 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item. Of all 55,859,134 outstanding shares: 90% for, 0.3% against (90% of the company cast a for/against vote).

The 107 asset managers below cast 100% of the shares they voted on this item FOR (26,748,167 for, 0 against).

FOR 99.9%

FOR: 26,748,167 (99.9%)ABSTAIN: 15,732 (0.1%)

Largest asset managers voting on “Election of Directors: Robert Aarnes” at MSC INDUSTRIAL DIRECT CO. INC., 2024-2025
Asset manager	For	Vote
Vanguard	4,967,702	For
American Century	4,689,007	For
BlackRock	3,470,475	For
First Trust	1,847,791	For
Charles Schwab	1,622,973	For
John Hancock	1,244,804	For
Invesco	873,061	For
Fidelity	835,606	For
Dimensional	745,247	For
UNDISCOVERED MANAGERS FUNDS	486,480	For
Pacer Funds Trust	442,557	For
New York Life	426,172	For
JANUS INVESTMENT FUND	383,591	For
Royce	367,782	For
Lincoln Financial	338,534	For
BOSTON TRUST WALDEN FUNDS	258,838	For
Investment Managers Series Trust III	258,539	For
AMERICAN BEACON FUNDS	229,395	For
WisdomTree	205,636	For
ALPS ETF Trust	204,565	For
Equitable	169,312	For
JPMorgan	164,711	For
Thrivent	155,752	For
Northwestern Mutual	151,485	For
Victory Capital	131,437	For

Showing the 25 largest of 107 asset managers. See all 107 in the interactive database.

9. Election of Directors: Rudina Seseri

DIRECTOR ELECTIONSMajority of the votes cast: yes

Meeting held 2025-01-22.

Combines 2 wordings of this item as funds reported it.

98% Majority: yes · of votes cast

FOR 98%

FOR: 49,387,935AGAINST: 1,002,616

MSC INDUSTRIAL DIRECT CO. INC.’s own tally for this item (“Elect Director: Rudina Seseri”): 49,387,935 for, 1,002,616 against, per its Form 8-K filed 2025-01-22 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item. Of all 55,859,134 outstanding shares: 88% for, 2% against (90% of the company cast a for/against vote).

The 107 asset managers below cast 99% of the shares they voted on this item FOR (26,451,849 for, 294,967 against).

FOR 99%

FOR: 26,451,849 (98.8%)AGAINST: 294,967 (1.1%)ABSTAIN: 17,083 (0.1%)

Largest asset managers voting on “Election of Directors: Rudina Seseri” at MSC INDUSTRIAL DIRECT CO. INC., 2024-2025
Asset manager	For	Against	Vote
Vanguard	4,967,702	0	For
American Century	4,689,007	0	For
BlackRock	3,470,475	0	For
First Trust	1,847,791	0	For
Charles Schwab	1,622,973	0	For
John Hancock	1,244,804	0	For
Invesco	873,061	0	For
Fidelity	835,606	0	For
Dimensional	745,247	0	For
UNDISCOVERED MANAGERS FUNDS	486,480	0	For
Pacer Funds Trust	442,557	0	For
New York Life	426,172	0	For
JANUS INVESTMENT FUND	383,591	0	For
Royce	367,782	0	For
Lincoln Financial	338,534	0	For
BOSTON TRUST WALDEN FUNDS	0	258,838	Against
Investment Managers Series Trust III	258,539	0	For
AMERICAN BEACON FUNDS	229,395	0	For
WisdomTree	205,636	0	For
ALPS ETF Trust	204,565	0	For
Equitable	169,312	0	For
JPMorgan	164,711	0	For
Thrivent	155,752	0	For
Northwestern Mutual	151,485	0	For
Victory Capital	131,437	0	For

Showing the 25 largest of 107 asset managers. See all 107 in the interactive database.

10. Election of Directors: Steven Paladino

DIRECTOR ELECTIONSMajority of the votes cast: yes

Meeting held 2025-01-22.

Combines 2 wordings of this item as funds reported it.

99% Majority: yes · of votes cast

FOR 99%

FOR: 49,863,545AGAINST: 528,449

MSC INDUSTRIAL DIRECT CO. INC.’s own tally for this item (“Elect Director: Steven Paladino”): 49,863,545 for, 528,449 against, per its Form 8-K filed 2025-01-22 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item. Of all 55,859,134 outstanding shares: 89% for, 1.0% against (90% of the company cast a for/against vote).

The 107 asset managers below cast 99.1% of the shares they voted on this item FOR (26,528,002 for, 220,165 against).

FOR 99.1%

FOR: 26,528,002 (99.1%)AGAINST: 220,165 (0.8%)ABSTAIN: 15,732 (0.1%)

Largest asset managers voting on “Election of Directors: Steven Paladino” at MSC INDUSTRIAL DIRECT CO. INC., 2024-2025
Asset manager	For	Against	Vote
Vanguard	4,967,702	0	For
American Century	4,689,007	0	For
BlackRock	3,470,475	0	For
First Trust	1,847,791	0	For
Charles Schwab	1,622,973	0	For
John Hancock	1,244,804	0	For
Invesco	873,061	0	For
Fidelity	835,606	0	For
Dimensional	745,247	0	For
UNDISCOVERED MANAGERS FUNDS	486,480	0	For
Pacer Funds Trust	442,557	0	For
New York Life	426,172	0	For
JANUS INVESTMENT FUND	383,591	0	For
Royce	367,782	0	For
Lincoln Financial	338,534	0	For
BOSTON TRUST WALDEN FUNDS	258,838	0	For
Investment Managers Series Trust III	258,539	0	For
AMERICAN BEACON FUNDS	229,395	0	For
WisdomTree	205,636	0	For
ALPS ETF Trust	204,565	0	For
Equitable	122,614	46,698	For
JPMorgan	164,711	0	For
Thrivent	155,752	0	For
Northwestern Mutual	151,485	0	For
Victory Capital	131,437	0	For

Showing the 25 largest of 107 asset managers. See all 107 in the interactive database.

11. Ratification of the Appointment of Independent Registered Public Accounting Firm To ratify the appointment of Ernst & Young LLP to serve as MSC's independent registered public accounting firm for fiscal year 2025.

AUDIT-RELATED

Meeting held 2025-01-22.

Combines 4 wordings of this item as funds reported it.

99.7% fund support · no official result

FOR 99.7%

The 106 asset managers below cast 99.7% of the shares they voted on this item FOR (26,660,918 for, 54,717 against).

FOR: 26,660,918 (99.7%)AGAINST: 54,717 (0.2%)ABSTAIN: 15,732 (0.1%)

Largest asset managers voting on “Ratification of the Appointment of Independent Registered Public Accounting Firm To ratify the appointment of ” at MSC INDUSTRIAL DIRECT CO. INC., 2024-2025
Asset manager	For	Vote
Vanguard	4,967,702	For
American Century	4,689,007	For
BlackRock	3,470,475	For
First Trust	1,847,791	For
Charles Schwab	1,622,973	For
John Hancock	1,244,804	For
Invesco	873,061	For
Fidelity	835,606	For
Dimensional	745,247	For
UNDISCOVERED MANAGERS FUNDS	486,480	For
Pacer Funds Trust	442,557	For
New York Life	426,172	For
JANUS INVESTMENT FUND	383,591	For
Royce	367,782	For
Lincoln Financial	338,534	For
BOSTON TRUST WALDEN FUNDS	258,838	For
Investment Managers Series Trust III	258,539	For
AMERICAN BEACON FUNDS	229,395	For
WisdomTree	205,636	For
ALPS ETF Trust	204,565	For
Equitable	169,312	For
JPMorgan	164,711	For
Thrivent	155,752	For
Northwestern Mutual	151,485	For
Victory Capital	131,437	For

Showing the 25 largest of 106 asset managers. See all 106 in the interactive database.

12. Advisory Vote to Approve Named Executive Officer Compensation - To approve, on an advisory basis, the compensation of MSC's named executive officers.

SECTION 14A SAY-ON-PAY VOTESMajority of the votes cast: yes

Meeting held 2024-01-24 (outside the 2024-2025 season's 1 July to 30 June window; reported in this season's filings).

Combines 2 wordings of this item as funds reported it.

99% Majority: yes · of votes cast

FOR 99%

FOR: 48,929,375AGAINST: 648,614

MSC INDUSTRIAL DIRECT CO. INC.’s own tally for this item (“Advisory vote to approve the compensation of the Company's named executive officers :”): 48,929,375 for, 648,614 against, per its Form 8-K filed 2024-01-24 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item. Of all 55,859,134 outstanding shares: 88% for, 1% against (89% of the company cast a for/against vote).

The 3 asset managers below cast 100% of the shares they voted on this item FOR (18,942 for, 0 against).

FOR 100%

FOR: 18,942 (100.0%)

Largest asset managers voting on “Advisory Vote to Approve Named Executive Officer Compensation - To approve, on an advisory basis, the compensa” at MSC INDUSTRIAL DIRECT CO. INC., 2024-2025
Asset manager	For	Vote
COLDSTREAM CAPITAL MANAGEMENT INC	18,892	For
Ipswich Investment Management Co., Inc.	50	For
Echo45 Advisors LLC	0	--

13. Advisory Vote on Say on Pay Frequency

SECTION 14A SAY-ON-PAY VOTESOutcome not stated

Meeting held 2024-01-24 (outside the 2024-2025 season's 1 July to 30 June window; reported in this season's filings).

Combines 2 wordings of this item as funds reported it.

— Outcome not stated · no against or withheld count reported

MSC INDUSTRIAL DIRECT CO. INC.’s own tally for this item (“Advisory vote on the frequency of future advisory votes to approve the compensation of the Company's named executive officers :”): 48,614,878 for; no against or withheld count reported, per its Form 8-K filed 2024-01-24 (Item 5.07).

No shares were cast for or against this item by the managers below — every disclosed position was an abstention or was not voted.

ONE YEAR 100%

ONE YEAR: 1,489 (100.0%)

Largest asset managers voting on “Advisory Vote on Say on Pay Frequency” at MSC INDUSTRIAL DIRECT CO. INC., 2024-2025
Asset manager	For	Against	Abstain	Withheld	Vote
USCF ETF Trust	0	0	0	0	One Year
Synergy Investment Management, LLC	0	0	0	0	--

14. Advisory Vote to Ratify Named Executive Officers' Compensation

SECTION 14A SAY-ON-PAY VOTES

Meeting held 2024-01-24 (outside the 2024-2025 season's 1 July to 30 June window; reported in this season's filings).

100% fund support · no official result

FOR 100%

The 2 asset managers below cast 100% of the shares they voted on this item FOR (1,489 for, 0 against).

FOR: 1,489 (100.0%)

Largest asset managers voting on “Advisory Vote to Ratify Named Executive Officers' Compensation” at MSC INDUSTRIAL DIRECT CO. INC., 2024-2025
Asset manager	For	Against	Abstain	Withheld	Vote
USCF ETF Trust	1,489	0	0	0	For
Synergy Investment Management, LLC	0	0	0	0	--

Largest MSC INDUSTRIAL DIRECT CO. INC. shareholders voting in 2024-2025

Ranked by the number of MSC INDUSTRIAL DIRECT CO. INC. shares each manager voted on the most widely held ballot item of the 2024-2025 meeting, shown as a share of the 55,859,134 shares outstanding at the time of that meeting.

Top MSC INDUSTRIAL DIRECT CO. INC. shareholders by shares voted, 2024-2025
#	Asset manager	% of shares outstanding
1	American Century	14.41%
2	Vanguard	9.10%
3	BlackRock	8.00%
4	Charles Schwab	5.84%
5	First Trust	3.34%
6	Invesco	3.17%
7	Boston Partners	2.34%
8	John Hancock	2.29%
9	State Street	1.93%
10	GEODE CAPITAL MANAGEMENT, LLC	1.91%

Reported MSC INDUSTRIAL DIRECT CO. INC. ownership

Positions disclosed to the SEC on Schedules 13D and 13G, Form 13F and the company’s own proxy statement (DEF 14A).

MSC INDUSTRIAL DIRECT CO. INC. beneficial owners on record for the 2024-2025 proxy season
Holder	% outstanding	Disclosure
Mitchell Jacobson	14.94%	DEF14A
BlackRock	9.42%	13F
Vanguard Group	8.12%	13F
American Century Investment Management, Inc.	4.68%	13G
Erik Gershwind	3.86%	DEF14A
Charles Schwab	3.19%	13F
State Street	2.90%	13F
Dimensional Fund Advisors	2.25%	13F
Invesco	2.22%	13F
Geode Capital	1.80%	13F

Percentages above are of 55,859,134 shares outstanding, as reported by MSC INDUSTRIAL DIRECT CO. INC. on its Form 10-Q dated 2024-12-18 (see the filing on EDGAR). This is the count contemporaneous with the 2024-2025 meeting, so the percentages are the ones that were true then, not ones restated against today’s share count.

About this page

Every figure above is derived from filings made with the US Securities and Exchange Commission: Form N-PX, in which registered investment companies and institutional managers disclose how they voted every proxy, and Form 8-K Item 5.07, in which the company reports its own meeting results. Shares outstanding are taken from MSC INDUSTRIAL DIRECT CO. INC.’s 10-Q dated 2024-12-18. This page is a static snapshot rebuilt weekly on 04 October 2026; a live search always shows the current data.

At MSC INDUSTRIAL DIRECT CO. INC.'s shareholder meeting held 2025-01-22, in the 2024-2025 proxy season, 414 asset managers reported how they voted in their SEC Form N-PX filings, covering 4,897 separate fund positions. Their filings are grouped here into 14 reported items; because filers word the same ballot item differently, that can be more than the number of items on the ballot. On the most widely held item on that ballot — Advisory Vote to Approve Named Executive Officer Compensation: To approve, on an advisory… — FOR was 99% of the votes cast (FOR divided by FOR plus AGAINST, the conventional basis for proxy support; abstentions, broker non-votes and unvoted shares are excluded because none of them took a side), which is more than half. Whether the item was approved is for the filing to say; that statement has not been read for this item. Source: MSC INDUSTRIAL DIRECT CO. INC.'s Form 8-K, Item 5.07, filed with the U.S. Securities and Exchange Commission on 2025-01-22.

MSC INDUSTRIAL DIRECT CO. INC. proxy season coverage: 2023-2024 · 2024-2025 (this page) · 2025-2026.