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Compiled from SEC Form N-PX filings and MSC INDUSTRIAL DIRECT CO. INC.’s Form 8-K, filed January 22, 2025 (Item 5.07 on EDGAR). Page generated October 25, 2026.
Meeting of January 22, 2025: 11 items on MSC INDUSTRIAL DIRECT CO. INC.’s Form 8-K, filed January 22, 2025: 9 elected · 1 approved · 1 without a stated outcome.
None.
Material dissent: a director nominee under 80% of the votes cast, say-on-pay under 70%, any other item the board put forward under 80%, or a shareholder proposal with more than 50%, on the company’s own Form 8-K tally. How this is decided
Explore MSC INDUSTRIAL DIRECT CO. INC. in the interactive database Compare manager voting policies
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 January 22, 2025 (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.
| Ballot item | For | Against | Abstain | Withheld | Broker non-votes | Support (of votes cast) | Reported outcome | Voting standard |
|---|---|---|---|---|---|---|---|---|
| Elect Director: Erik Gershwind | 49,790,255 | 594,795 | 60,779 | -- | 2,090,799 | 99% | Elected | — |
| Elect Director: Louise Goeser | 49,147,563 | 1,245,407 | 52,859 | -- | 2,090,799 | 98% | Elected | — |
| Elect Director: Mitchell Jacobson | 45,942,736 | 4,441,647 | 61,446 | -- | 2,090,799 | 91% | Elected | — |
| Elect Director: Michael Kaufmann | 48,873,619 | 1,518,237 | 53,973 | -- | 2,090,799 | 97% | Elected | — |
| Elect Director: Robert Aarnes | 50,231,793 | 142,246 | 71,790 | -- | 2,090,799 | 99.7% | Elected | — |
| Elect Director: Steven Paladino | 49,863,545 | 528,449 | 53,835 | -- | 2,090,799 | 99% | Elected | — |
| Elect Director: Philip Peller | 44,331,544 | 6,060,399 | 53,886 | -- | 2,090,799 | 88% | Elected | — |
| Elect Director: Rahquel Purcell | 49,501,203 | 875,079 | 69,547 | -- | 2,090,799 | 98% | Elected | — |
| Elect Director: Rudina Seseri | 49,387,935 | 1,002,616 | 55,278 | -- | 2,090,799 | 98% | Elected | — |
| 2. Ratification of the appointment of Ernst & Young LLP to serve as the Company's independent registered public accounting firm for fiscal year 2025 | 51,168,297 | 1,308,301 | 60,030 | -- | -- | 98% | Approved | — |
| 3. Advisory vote to approve the compensation of the Company's named executive officers | 49,664,070 | 711,825 | 69,934 | -- | 2,090,799 | 99% | Not verified | — |
Source: MSC INDUSTRIAL DIRECT CO. INC., Form 8-K, filed with the SEC on January 22, 2025 — read the filing on EDGAR.
Each item below shows how the 413 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.
Combines 2 wordings of this item as funds reported it.
99% Majority: yes · of votes cast
Description as filed by funds: Election of Directors: Erik Gershwind
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 January 22, 2025 (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.
Reported outcome: Elected, in the filing’s own words: “Election of directors : Each of the nominees was elected by the Company's shareholders to serve for a term of one year or until his or her successor is duly elected and qualified.”
Support: 99% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
The 107 asset managers below reported 26,748,156 for, 11 against, 15,732 abstained.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 4,967,702 | 0 | 0 | 0 | For |
| American Century | 4,689,007 | 0 | 0 | 0 | For |
| BlackRock | 3,470,475 | 0 | 0 | 0 | For |
| First Trust | 1,847,791 | 0 | 0 | 0 | For |
| Charles Schwab | 1,622,973 | 0 | 0 | 0 | For |
| John Hancock | 1,244,804 | 0 | 0 | 0 | For |
| Invesco | 873,061 | 0 | 0 | 0 | For |
| Fidelity | 835,606 | 0 | 0 | 0 | For |
| Dimensional | 745,247 | 0 | 0 | 0 | For |
| UNDISCOVERED MANAGERS FUNDS | 486,480 | 0 | 0 | 0 | For |
| Pacer Funds Trust | 442,557 | 0 | 0 | 0 | For |
| New York Life | 426,172 | 0 | 0 | 0 | For |
| JANUS INVESTMENT FUND | 383,591 | 0 | 0 | 0 | For |
| Royce | 367,782 | 0 | 0 | 0 | For |
| Lincoln Financial | 338,534 | 0 | 0 | 0 | For |
| BOSTON TRUST WALDEN FUNDS | 258,838 | 0 | 0 | 0 | For |
| Investment Managers Series Trust III | 258,539 | 0 | 0 | 0 | For |
| AMERICAN BEACON FUNDS | 229,395 | 0 | 0 | 0 | For |
| WisdomTree | 205,636 | 0 | 0 | 0 | For |
| ALPS ETF Trust | 204,565 | 0 | 0 | 0 | For |
| Equitable | 169,312 | 0 | 0 | 0 | For |
| JPMorgan | 164,711 | 0 | 0 | 0 | For |
| Thrivent | 155,752 | 0 | 0 | 0 | For |
| Northwestern Mutual | 151,485 | 0 | 0 | 0 | For |
| Victory Capital | 131,437 | 0 | 0 | 0 | For |
Showing the 25 largest of 107 asset managers. See all 107 in the interactive database.
Combines 2 wordings of this item as funds reported it.
98% Majority: yes · of votes cast
Description as filed by funds: Election of Directors: Louise Goeser
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 January 22, 2025 (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.
Reported outcome: Elected, in the filing’s own words: “Election of directors : Each of the nominees was elected by the Company's shareholders to serve for a term of one year or until his or her successor is duly elected and qualified.”
Support: 98% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
The 107 asset managers below reported 26,739,127 for, 7,689 against, 17,083 abstained.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 4,967,702 | 0 | 0 | 0 | For |
| American Century | 4,689,007 | 0 | 0 | 0 | For |
| BlackRock | 3,470,475 | 0 | 0 | 0 | For |
| First Trust | 1,847,791 | 0 | 0 | 0 | For |
| Charles Schwab | 1,622,973 | 0 | 0 | 0 | For |
| John Hancock | 1,244,804 | 0 | 0 | 0 | For |
| Invesco | 873,061 | 0 | 0 | 0 | For |
| Fidelity | 835,606 | 0 | 0 | 0 | For |
| Dimensional | 745,247 | 0 | 0 | 0 | For |
| UNDISCOVERED MANAGERS FUNDS | 486,480 | 0 | 0 | 0 | For |
| Pacer Funds Trust | 442,557 | 0 | 0 | 0 | For |
| New York Life | 426,172 | 0 | 0 | 0 | For |
| JANUS INVESTMENT FUND | 383,591 | 0 | 0 | 0 | For |
| Royce | 367,782 | 0 | 0 | 0 | For |
| Lincoln Financial | 338,534 | 0 | 0 | 0 | For |
| BOSTON TRUST WALDEN FUNDS | 258,838 | 0 | 0 | 0 | For |
| Investment Managers Series Trust III | 258,539 | 0 | 0 | 0 | For |
| AMERICAN BEACON FUNDS | 229,395 | 0 | 0 | 0 | For |
| WisdomTree | 205,636 | 0 | 0 | 0 | For |
| ALPS ETF Trust | 204,565 | 0 | 0 | 0 | For |
| Equitable | 169,312 | 0 | 0 | 0 | For |
| JPMorgan | 164,711 | 0 | 0 | 0 | For |
| Thrivent | 155,752 | 0 | 0 | 0 | For |
| Northwestern Mutual | 151,485 | 0 | 0 | 0 | For |
| Victory Capital | 131,437 | 0 | 0 | 0 | For |
Showing the 25 largest of 107 asset managers. See all 107 in the interactive database.
Combines 2 wordings of this item as funds reported it.
97% Majority: yes · of votes cast
Description as filed by funds: Election of Directors: Michael Kaufmann
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 January 22, 2025 (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.
Reported outcome: Elected, in the filing’s own words: “Election of directors : Each of the nominees was elected by the Company's shareholders to serve for a term of one year or until his or her successor is duly elected and qualified.”
Support: 97% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
The 107 asset managers below reported 26,426,717 for, 321,450 against, 15,732 abstained.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 4,967,702 | 0 | 0 | 0 | For |
| American Century | 4,689,007 | 0 | 0 | 0 | For |
| BlackRock | 3,470,475 | 0 | 0 | 0 | For |
| First Trust | 1,847,791 | 0 | 0 | 0 | For |
| Charles Schwab | 1,622,973 | 0 | 0 | 0 | For |
| John Hancock | 1,244,804 | 0 | 0 | 0 | For |
| Invesco | 873,061 | 0 | 0 | 0 | For |
| Fidelity | 835,606 | 0 | 0 | 0 | For |
| Dimensional | 745,247 | 0 | 0 | 0 | For |
| UNDISCOVERED MANAGERS FUNDS | 486,480 | 0 | 0 | 0 | For |
| Pacer Funds Trust | 442,557 | 0 | 0 | 0 | For |
| New York Life | 426,172 | 0 | 0 | 0 | For |
| JANUS INVESTMENT FUND | 383,591 | 0 | 0 | 0 | For |
| Royce | 367,782 | 0 | 0 | 0 | For |
| Lincoln Financial | 338,534 | 0 | 0 | 0 | For |
| BOSTON TRUST WALDEN FUNDS | 0 | 258,838 | 0 | 0 | Against |
| Investment Managers Series Trust III | 258,539 | 0 | 0 | 0 | For |
| AMERICAN BEACON FUNDS | 229,395 | 0 | 0 | 0 | For |
| WisdomTree | 205,636 | 0 | 0 | 0 | For |
| ALPS ETF Trust | 204,565 | 0 | 0 | 0 | For |
| Equitable | 169,312 | 0 | 0 | 0 | For |
| JPMorgan | 164,711 | 0 | 0 | 0 | For |
| Thrivent | 155,752 | 0 | 0 | 0 | For |
| Northwestern Mutual | 151,485 | 0 | 0 | 0 | For |
| Victory Capital | 131,437 | 0 | 0 | 0 | For |
Showing the 25 largest of 107 asset managers. See all 107 in the interactive database.
Combines 2 wordings of this item as funds reported it.
91% Majority: yes · of votes cast
Description as filed by funds: Election of Directors: Mitchell Jacobson
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 January 22, 2025 (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.
Reported outcome: Elected, in the filing’s own words: “Election of directors : Each of the nominees was elected by the Company's shareholders to serve for a term of one year or until his or her successor is duly elected and qualified.”
Support: 91% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
The 107 asset managers below reported 21,547,367 for, 5,200,800 against, 15,732 abstained.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 4,967,702 | 0 | 0 | 0 | For |
| American Century | 125,375 | 4,563,632 | 0 | 0 | Against |
| BlackRock | 3,470,475 | 0 | 0 | 0 | For |
| First Trust | 1,847,791 | 0 | 0 | 0 | For |
| Charles Schwab | 1,622,973 | 0 | 0 | 0 | For |
| John Hancock | 1,244,804 | 0 | 0 | 0 | For |
| Invesco | 873,061 | 0 | 0 | 0 | For |
| Fidelity | 835,606 | 0 | 0 | 0 | For |
| Dimensional | 745,247 | 0 | 0 | 0 | For |
| UNDISCOVERED MANAGERS FUNDS | 486,480 | 0 | 0 | 0 | For |
| Pacer Funds Trust | 442,557 | 0 | 0 | 0 | For |
| New York Life | 426,172 | 0 | 0 | 0 | For |
| JANUS INVESTMENT FUND | 383,591 | 0 | 0 | 0 | For |
| Royce | 367,782 | 0 | 0 | 0 | For |
| Lincoln Financial | 48,173 | 290,361 | 0 | 0 | Mixed |
| BOSTON TRUST WALDEN FUNDS | 258,838 | 0 | 0 | 0 | For |
| Investment Managers Series Trust III | 258,539 | 0 | 0 | 0 | For |
| AMERICAN BEACON FUNDS | 229,395 | 0 | 0 | 0 | For |
| WisdomTree | 205,636 | 0 | 0 | 0 | For |
| ALPS ETF Trust | 204,565 | 0 | 0 | 0 | For |
| Equitable | 65,110 | 104,202 | 0 | 0 | Mixed |
| JPMorgan | 164,711 | 0 | 0 | 0 | For |
| Thrivent | 155,752 | 0 | 0 | 0 | For |
| Northwestern Mutual | 21,525 | 129,960 | 0 | 0 | Mixed |
| Victory Capital | 131,437 | 0 | 0 | 0 | For |
Showing the 25 largest of 107 asset managers. See all 107 in the interactive database.
Combines 2 wordings of this item as funds reported it.
88% Majority: yes · of votes cast
Description as filed by funds: Election of Directors: Philip Peller
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 January 22, 2025 (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.
Reported outcome: Elected, in the filing’s own words: “Election of directors : Each of the nominees was elected by the Company's shareholders to serve for a term of one year or until his or her successor is duly elected and qualified.”
Support: 88% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
The 107 asset managers below reported 21,221,219 for, 5,526,948 against, 15,732 abstained.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 4,967,702 | 0 | 0 | 0 | For |
| American Century | 125,375 | 4,563,632 | 0 | 0 | Against |
| BlackRock | 3,470,475 | 0 | 0 | 0 | For |
| First Trust | 1,847,791 | 0 | 0 | 0 | For |
| Charles Schwab | 1,622,973 | 0 | 0 | 0 | For |
| John Hancock | 1,244,804 | 0 | 0 | 0 | For |
| Invesco | 873,061 | 0 | 0 | 0 | For |
| Fidelity | 835,606 | 0 | 0 | 0 | For |
| Dimensional | 745,247 | 0 | 0 | 0 | For |
| UNDISCOVERED MANAGERS FUNDS | 486,480 | 0 | 0 | 0 | For |
| Pacer Funds Trust | 442,557 | 0 | 0 | 0 | For |
| New York Life | 426,172 | 0 | 0 | 0 | For |
| JANUS INVESTMENT FUND | 383,591 | 0 | 0 | 0 | For |
| Royce | 367,782 | 0 | 0 | 0 | For |
| Lincoln Financial | 48,173 | 290,361 | 0 | 0 | Mixed |
| BOSTON TRUST WALDEN FUNDS | 0 | 258,838 | 0 | 0 | Against |
| Investment Managers Series Trust III | 258,539 | 0 | 0 | 0 | For |
| AMERICAN BEACON FUNDS | 229,395 | 0 | 0 | 0 | For |
| WisdomTree | 205,636 | 0 | 0 | 0 | For |
| ALPS ETF Trust | 204,565 | 0 | 0 | 0 | For |
| Equitable | 65,110 | 104,202 | 0 | 0 | Mixed |
| JPMorgan | 164,711 | 0 | 0 | 0 | For |
| Thrivent | 155,752 | 0 | 0 | 0 | For |
| Northwestern Mutual | 21,525 | 129,960 | 0 | 0 | Mixed |
| Victory Capital | 131,437 | 0 | 0 | 0 | For |
Showing the 25 largest of 107 asset managers. See all 107 in the interactive database.
Combines 2 wordings of this item as funds reported it.
98% Majority: yes · of votes cast
Description as filed by funds: Election of Directors: Rahquel Purcell
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 January 22, 2025 (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.
Reported outcome: Elected, in the filing’s own words: “Election of directors : Each of the nominees was elected by the Company's shareholders to serve for a term of one year or until his or her successor is duly elected and qualified.”
Support: 98% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
The 107 asset managers below reported 26,451,849 for, 296,318 against, 15,732 abstained.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 4,967,702 | 0 | 0 | 0 | For |
| American Century | 4,689,007 | 0 | 0 | 0 | For |
| BlackRock | 3,470,475 | 0 | 0 | 0 | For |
| First Trust | 1,847,791 | 0 | 0 | 0 | For |
| Charles Schwab | 1,622,973 | 0 | 0 | 0 | For |
| John Hancock | 1,244,804 | 0 | 0 | 0 | For |
| Invesco | 873,061 | 0 | 0 | 0 | For |
| Fidelity | 835,606 | 0 | 0 | 0 | For |
| Dimensional | 745,247 | 0 | 0 | 0 | For |
| UNDISCOVERED MANAGERS FUNDS | 486,480 | 0 | 0 | 0 | For |
| Pacer Funds Trust | 442,557 | 0 | 0 | 0 | For |
| New York Life | 426,172 | 0 | 0 | 0 | For |
| JANUS INVESTMENT FUND | 383,591 | 0 | 0 | 0 | For |
| Royce | 367,782 | 0 | 0 | 0 | For |
| Lincoln Financial | 338,534 | 0 | 0 | 0 | For |
| BOSTON TRUST WALDEN FUNDS | 0 | 258,838 | 0 | 0 | Against |
| Investment Managers Series Trust III | 258,539 | 0 | 0 | 0 | For |
| AMERICAN BEACON FUNDS | 229,395 | 0 | 0 | 0 | For |
| WisdomTree | 205,636 | 0 | 0 | 0 | For |
| ALPS ETF Trust | 204,565 | 0 | 0 | 0 | For |
| Equitable | 169,312 | 0 | 0 | 0 | For |
| JPMorgan | 164,711 | 0 | 0 | 0 | For |
| Thrivent | 155,752 | 0 | 0 | 0 | For |
| Northwestern Mutual | 151,485 | 0 | 0 | 0 | For |
| Victory Capital | 131,437 | 0 | 0 | 0 | For |
Showing the 25 largest of 107 asset managers. See all 107 in the interactive database.
Combines 2 wordings of this item as funds reported it.
99.7% Majority: yes · of votes cast
Description as filed by funds: Election of Directors: Robert Aarnes
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 January 22, 2025 (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.
Reported outcome: Elected, in the filing’s own words: “Election of directors : Each of the nominees was elected by the Company's shareholders to serve for a term of one year or until his or her successor is duly elected and qualified.”
Support: 99.7% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
The 107 asset managers below reported 26,748,167 for, 15,732 abstained.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 4,967,702 | 0 | 0 | 0 | For |
| American Century | 4,689,007 | 0 | 0 | 0 | For |
| BlackRock | 3,470,475 | 0 | 0 | 0 | For |
| First Trust | 1,847,791 | 0 | 0 | 0 | For |
| Charles Schwab | 1,622,973 | 0 | 0 | 0 | For |
| John Hancock | 1,244,804 | 0 | 0 | 0 | For |
| Invesco | 873,061 | 0 | 0 | 0 | For |
| Fidelity | 835,606 | 0 | 0 | 0 | For |
| Dimensional | 745,247 | 0 | 0 | 0 | For |
| UNDISCOVERED MANAGERS FUNDS | 486,480 | 0 | 0 | 0 | For |
| Pacer Funds Trust | 442,557 | 0 | 0 | 0 | For |
| New York Life | 426,172 | 0 | 0 | 0 | For |
| JANUS INVESTMENT FUND | 383,591 | 0 | 0 | 0 | For |
| Royce | 367,782 | 0 | 0 | 0 | For |
| Lincoln Financial | 338,534 | 0 | 0 | 0 | For |
| BOSTON TRUST WALDEN FUNDS | 258,838 | 0 | 0 | 0 | For |
| Investment Managers Series Trust III | 258,539 | 0 | 0 | 0 | For |
| AMERICAN BEACON FUNDS | 229,395 | 0 | 0 | 0 | For |
| WisdomTree | 205,636 | 0 | 0 | 0 | For |
| ALPS ETF Trust | 204,565 | 0 | 0 | 0 | For |
| Equitable | 169,312 | 0 | 0 | 0 | For |
| JPMorgan | 164,711 | 0 | 0 | 0 | For |
| Thrivent | 155,752 | 0 | 0 | 0 | For |
| Northwestern Mutual | 151,485 | 0 | 0 | 0 | For |
| Victory Capital | 131,437 | 0 | 0 | 0 | For |
Showing the 25 largest of 107 asset managers. See all 107 in the interactive database.
Combines 2 wordings of this item as funds reported it.
98% Majority: yes · of votes cast
Description as filed by funds: Election of Directors: Rudina Seseri
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 January 22, 2025 (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.
Reported outcome: Elected, in the filing’s own words: “Election of directors : Each of the nominees was elected by the Company's shareholders to serve for a term of one year or until his or her successor is duly elected and qualified.”
Support: 98% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
The 107 asset managers below reported 26,451,849 for, 294,967 against, 17,083 abstained.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 4,967,702 | 0 | 0 | 0 | For |
| American Century | 4,689,007 | 0 | 0 | 0 | For |
| BlackRock | 3,470,475 | 0 | 0 | 0 | For |
| First Trust | 1,847,791 | 0 | 0 | 0 | For |
| Charles Schwab | 1,622,973 | 0 | 0 | 0 | For |
| John Hancock | 1,244,804 | 0 | 0 | 0 | For |
| Invesco | 873,061 | 0 | 0 | 0 | For |
| Fidelity | 835,606 | 0 | 0 | 0 | For |
| Dimensional | 745,247 | 0 | 0 | 0 | For |
| UNDISCOVERED MANAGERS FUNDS | 486,480 | 0 | 0 | 0 | For |
| Pacer Funds Trust | 442,557 | 0 | 0 | 0 | For |
| New York Life | 426,172 | 0 | 0 | 0 | For |
| JANUS INVESTMENT FUND | 383,591 | 0 | 0 | 0 | For |
| Royce | 367,782 | 0 | 0 | 0 | For |
| Lincoln Financial | 338,534 | 0 | 0 | 0 | For |
| BOSTON TRUST WALDEN FUNDS | 0 | 258,838 | 0 | 0 | Against |
| Investment Managers Series Trust III | 258,539 | 0 | 0 | 0 | For |
| AMERICAN BEACON FUNDS | 229,395 | 0 | 0 | 0 | For |
| WisdomTree | 205,636 | 0 | 0 | 0 | For |
| ALPS ETF Trust | 204,565 | 0 | 0 | 0 | For |
| Equitable | 169,312 | 0 | 0 | 0 | For |
| JPMorgan | 164,711 | 0 | 0 | 0 | For |
| Thrivent | 155,752 | 0 | 0 | 0 | For |
| Northwestern Mutual | 151,485 | 0 | 0 | 0 | For |
| Victory Capital | 131,437 | 0 | 0 | 0 | For |
Showing the 25 largest of 107 asset managers. See all 107 in the interactive database.
Combines 2 wordings of this item as funds reported it.
99% Majority: yes · of votes cast
Description as filed by funds: Election of Directors: Steven Paladino
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 January 22, 2025 (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.
Reported outcome: Elected, in the filing’s own words: “Election of directors : Each of the nominees was elected by the Company's shareholders to serve for a term of one year or until his or her successor is duly elected and qualified.”
Support: 99% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
The 107 asset managers below reported 26,528,002 for, 220,165 against, 15,732 abstained.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 4,967,702 | 0 | 0 | 0 | For |
| American Century | 4,689,007 | 0 | 0 | 0 | For |
| BlackRock | 3,470,475 | 0 | 0 | 0 | For |
| First Trust | 1,847,791 | 0 | 0 | 0 | For |
| Charles Schwab | 1,622,973 | 0 | 0 | 0 | For |
| John Hancock | 1,244,804 | 0 | 0 | 0 | For |
| Invesco | 873,061 | 0 | 0 | 0 | For |
| Fidelity | 835,606 | 0 | 0 | 0 | For |
| Dimensional | 745,247 | 0 | 0 | 0 | For |
| UNDISCOVERED MANAGERS FUNDS | 486,480 | 0 | 0 | 0 | For |
| Pacer Funds Trust | 442,557 | 0 | 0 | 0 | For |
| New York Life | 426,172 | 0 | 0 | 0 | For |
| JANUS INVESTMENT FUND | 383,591 | 0 | 0 | 0 | For |
| Royce | 367,782 | 0 | 0 | 0 | For |
| Lincoln Financial | 338,534 | 0 | 0 | 0 | For |
| BOSTON TRUST WALDEN FUNDS | 258,838 | 0 | 0 | 0 | For |
| Investment Managers Series Trust III | 258,539 | 0 | 0 | 0 | For |
| AMERICAN BEACON FUNDS | 229,395 | 0 | 0 | 0 | For |
| WisdomTree | 205,636 | 0 | 0 | 0 | For |
| ALPS ETF Trust | 204,565 | 0 | 0 | 0 | For |
| Equitable | 122,614 | 46,698 | 0 | 0 | Mixed |
| JPMorgan | 164,711 | 0 | 0 | 0 | For |
| Thrivent | 155,752 | 0 | 0 | 0 | For |
| Northwestern Mutual | 151,485 | 0 | 0 | 0 | For |
| Victory Capital | 131,437 | 0 | 0 | 0 | For |
Showing the 25 largest of 107 asset managers. See all 107 in the interactive database.
Combines 18 wordings of this item as funds reported it.
99% Majority: yes · of votes cast
Description as filed by funds: Advisory Vote to Approve Named Executive Officer Compensation: To approve, on an advisory basis, the compensation of MSC's named executive officers.
MSC INDUSTRIAL DIRECT CO. INC.’s own tally for this item (“3. 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 January 22, 2025 (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.
Reported outcome: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 99% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
Fund voting reports and institutional-manager reports both cover this item. An institutional manager can report shares that a fund it advises also reports, so the two are shown separately below and never added together, and their sum is not shown (fund and manager reports combined may count the same shares twice).
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 4,967,702 | 0 | 0 | 0 | For |
| American Century | 4,689,007 | 0 | 0 | 0 | For |
| BlackRock | 3,470,475 | 0 | 0 | 0 | For |
| First Trust | 1,847,791 | 0 | 0 | 0 | For |
| Charles Schwab | 1,622,973 | 0 | 0 | 0 | For |
| John Hancock | 1,244,804 | 0 | 0 | 0 | For |
| Invesco | 873,061 | 0 | 0 | 0 | For |
| Fidelity | 835,606 | 0 | 0 | 0 | For |
| Dimensional | 745,247 | 0 | 0 | 0 | For |
| UNDISCOVERED MANAGERS FUNDS | 486,480 | 0 | 0 | 0 | For |
| Pacer Funds Trust | 442,557 | 0 | 0 | 0 | For |
| New York Life | 426,172 | 0 | 0 | 0 | For |
| JANUS INVESTMENT FUND | 383,591 | 0 | 0 | 0 | For |
| Royce | 367,782 | 0 | 0 | 0 | For |
| Lincoln Financial | 338,534 | 0 | 0 | 0 | For |
| BOSTON TRUST WALDEN FUNDS | 258,838 | 0 | 0 | 0 | For |
| Investment Managers Series Trust III | 258,539 | 0 | 0 | 0 | For |
| AMERICAN BEACON FUNDS | 229,395 | 0 | 0 | 0 | For |
| WisdomTree | 205,636 | 0 | 0 | 0 | For |
| ALPS ETF Trust | 204,565 | 0 | 0 | 0 | For |
| Equitable | 169,312 | 0 | 0 | 0 | For |
| JPMorgan | 164,711 | 0 | 0 | 0 | For |
| Thrivent | 155,752 | 0 | 0 | 0 | For |
| Northwestern Mutual | 151,485 | 0 | 0 | 0 | For |
| Victory Capital | 131,437 | 0 | 0 | 0 | For |
Fund voting reports, all 106 managers: 26,740,387 for, 17,957 against, 15,732 abstained. Showing the 25 largest; see all in the interactive database.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| American Century | 3,362,635 | 0 | 0 | 0 | For |
| Charles Schwab | 1,636,411 | 0 | 0 | 0 | For |
| Boston Partners | 1,309,132 | 0 | 0 | 0 | For |
| GEODE CAPITAL MANAGEMENT, LLC | 1,068,517 | 0 | 0 | 0 | For |
| BlackRock | 998,821 | 304 | 0 | 0 | For |
| State Street | 997,571 | 0 | 0 | 0 | For |
| Epoch Investment Partners, Inc. | 951,706 | 0 | 0 | 0 | For |
| Invesco | 898,030 | 0 | 0 | 0 | For |
| NEW SOUTH CAPITAL MANAGEMENT INC | 572,111 | 0 | 0 | 0 | For |
| OLD REPUBLIC INTERNATIONAL CORP | 565,200 | 0 | 0 | 0 | For |
| FULLER & THALER ASSET MANAGEMENT, INC. | 550,594 | 0 | 0 | 0 | For |
| DISCIPLINED GROWTH INVESTORS INC /MN | 550,563 | 0 | 0 | 0 | For |
| PZENA INVESTMENT MANAGEMENT LLC | 461,931 | 0 | 0 | 0 | For |
| Janus Henderson | 417,237 | 0 | 0 | 0 | For |
| DEPRINCE RACE & ZOLLO INC | 370,500 | 0 | 0 | 0 | For |
| PARAMETRIC PORTFOLIO ASSOCIATES LLC | 348,165 | 0 | 0 | 0 | For |
| CRAWFORD INVESTMENT COUNSEL INC | 328,219 | 0 | 0 | 0 | For |
| Northern Trust | 273,236 | 0 | 0 | 0 | For |
| Boston Trust Walden Co | 272,815 | 0 | 0 | 0 | For |
| VAN LANSCHOT KEMPEN INVESTMENT MANAGEMENT N.V. | 0 | 261,772 | 0 | 0 | Against |
| First Pacific Advisors, LP | 258,539 | 0 | 0 | 0 | For |
| AllianceBernstein | 239,034 | 0 | 0 | 0 | For |
| MELLON INVESTMENTS Corp | 224,871 | 0 | 0 | 0 | For |
| JPMorgan | 210,008 | 0 | 0 | 0 | For |
| Thrivent | 155,752 | 0 | 0 | 0 | For |
Institutional-manager reports, all 330 managers: 21,286,005 for, 548,418 against, 325 abstained, 865 not voted, 100 unknown. Showing the 25 largest; see all in the interactive database.
Combines 6 wordings of this item as funds reported it.
98% Approved · of votes cast
Description as filed by funds: 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.
MSC INDUSTRIAL DIRECT CO. INC.’s own tally for this item (“2. Ratification of the appointment of Ernst & Young LLP to serve as the Company's independent registered public accounting firm for fiscal year 2025”): 51,168,297 for, 1,308,301 against — passed, per its Form 8-K filed January 22, 2025 (Item 5.07).
Reported outcome: Approved, in the filing’s own words: “Proposal No. 2 was approved by the Company's shareholders.”
Support: 98% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
The 108 asset managers below reported 26,698,450 for, 54,717 against, 15,732 abstained.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 4,967,702 | 0 | 0 | 0 | For |
| American Century | 4,689,007 | 0 | 0 | 0 | For |
| BlackRock | 3,470,475 | 0 | 0 | 0 | For |
| First Trust | 1,847,791 | 0 | 0 | 0 | For |
| Charles Schwab | 1,622,973 | 0 | 0 | 0 | For |
| John Hancock | 1,244,804 | 0 | 0 | 0 | For |
| Invesco | 873,061 | 0 | 0 | 0 | For |
| Fidelity | 835,606 | 0 | 0 | 0 | For |
| Dimensional | 745,247 | 0 | 0 | 0 | For |
| UNDISCOVERED MANAGERS FUNDS | 486,480 | 0 | 0 | 0 | For |
| Pacer Funds Trust | 442,557 | 0 | 0 | 0 | For |
| New York Life | 426,172 | 0 | 0 | 0 | For |
| JANUS INVESTMENT FUND | 383,591 | 0 | 0 | 0 | For |
| Royce | 367,782 | 0 | 0 | 0 | For |
| Lincoln Financial | 338,534 | 0 | 0 | 0 | For |
| BOSTON TRUST WALDEN FUNDS | 258,838 | 0 | 0 | 0 | For |
| Investment Managers Series Trust III | 258,539 | 0 | 0 | 0 | For |
| AMERICAN BEACON FUNDS | 229,395 | 0 | 0 | 0 | For |
| WisdomTree | 205,636 | 0 | 0 | 0 | For |
| ALPS ETF Trust | 204,565 | 0 | 0 | 0 | For |
| Equitable | 169,312 | 0 | 0 | 0 | For |
| JPMorgan | 164,711 | 0 | 0 | 0 | For |
| Thrivent | 155,752 | 0 | 0 | 0 | For |
| Northwestern Mutual | 151,485 | 0 | 0 | 0 | For |
| Victory Capital | 131,437 | 0 | 0 | 0 | For |
Showing the 25 largest of 108 asset managers. See all 108 in the interactive database.
Not shown here: this season’s fund filings also report 2 items from the meeting of January 24, 2024, which belongs to the 2023-2024 season. A meeting outside this season’s July 1 to June 30 window is not counted in this page’s items or in its totals of asset managers and fund votes.
Ranked separately for each type of Form N-PX report. An institutional manager can report shares that a fund it advises also reports, so the two tables can list the same shares and are never added together. Each is ranked by the shares voted on the item that the most managers of that type reported, shown as a share of the 55,859,134 shares outstanding at the time of that meeting.
| # | Asset manager | % of shares outstanding |
|---|---|---|
| 1 | Vanguard | 8.89% |
| 2 | American Century | 8.39% |
| 3 | BlackRock | 6.21% |
| 4 | First Trust | 3.31% |
| 5 | Charles Schwab | 2.91% |
| 6 | John Hancock | 2.23% |
| 7 | Invesco | 1.56% |
| 8 | Fidelity | 1.50% |
| 9 | Dimensional | 1.33% |
| 10 | UNDISCOVERED MANAGERS FUNDS | 0.87% |
| # | Asset manager | % of shares outstanding |
|---|---|---|
| 1 | American Century | 6.02% |
| 2 | Charles Schwab | 2.93% |
| 3 | Boston Partners | 2.34% |
| 4 | GEODE CAPITAL MANAGEMENT, LLC | 1.91% |
| 5 | BlackRock | 1.79% |
| 6 | State Street | 1.79% |
| 7 | Epoch Investment Partners, Inc. | 1.70% |
| 8 | Invesco | 1.61% |
| 9 | NEW SOUTH CAPITAL MANAGEMENT INC | 1.02% |
| 10 | OLD REPUBLIC INTERNATIONAL CORP | 1.01% |
As disclosed to the SEC in Form 13F (quarter-end holdings of 30 large managers), Schedules 13D and 13G (beneficial ownership above 5%) and the company’s own proxy statement (DEF 14A). Each row names its form.
| 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 December 18, 2024 (see the filing on EDGAR). This is the count contemporaneous with the 2024-2025 meeting, not today’s. Each holding is as of its own filing, which may be dated before or after the meeting.
Every figure above is derived from filings made with the US Securities and Exchange Commission: Form N-PX, in which registered funds disclose how they voted every proxy and institutional managers disclose their votes on executive pay (say-on-pay, say-on-frequency and golden parachutes), 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 December 18, 2024. This page is a static snapshot rebuilt weekly on October 25, 2026; a live search always shows the current data.
At MSC INDUSTRIAL DIRECT CO. INC.'s shareholder meeting held January 22, 2025, in the 2024-2025 proxy season, 413 asset managers reported how they voted on 11 ballot items in their SEC Form N-PX filings, covering 4,890 separate fund positions. 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 January 22, 2025.
MSC INDUSTRIAL DIRECT CO. INC. proxy season coverage: 2023-2024 · 2024-2025 (this page) · 2025-2026.
Download data (CSV): ballot items · votes by manager · column guide.