X0306 4 2022-02-10 0 0001220754 ModivCare Inc MODV 0001409751 Coliseum Capital Management, LLC 105 ROWAYTON AVE. ROWAYTON CT 06853 1 0 0 0 0001430708 Shackelton Christopher S 105 ROWAYTON AVE. ROWAYTON CT 06853 1 0 0 0 0001409585 Coliseum Capital, LLC 105 ROWAYTON AVE. ROWAYTON CT 06853 1 0 0 0 0001356974 COLISEUM CAPITAL PARTNERS, L.P. 105 ROWAYTON AVE. ROWAYTON CT 06853 1 0 0 0 0001567187 Coliseum Capital Partners II, L.P. 105 ROWAYTON AVE. ROWAYTON CT 06853 1 0 0 0 0001454123 Gray Adam 105 ROWAYTON AVE. ROWAYTON CT 06853 1 0 0 0 Common Stock 2022-02-10 4 M 0 725 0.00 A 1282780 I See footnote Common Stock 2022-02-10 4 D 0 725 109.71 D 1282055 I See footnotes Common Stock 2022-02-14 4 M 0 619 0.00 A 1282674 I See footnote Common Stock 2022-02-14 4 D 0 619 108.32 D 1282055 I See footnotes Phantom Stock 2022-02-10 4 M 0 725 0.00 D 2022-02-10 2022-02-10 Common Stock 725 0 I See footnote Phantom Stock 2022-02-14 4 M 0 619 0.00 D 2022-02-14 2022-02-14 Common Stock 619 0 I See footnote Each share of phantom stock is the economic equivalent of one share of the common stock, $0.001 par value (the "Common Stock"), of ModivCare Inc. (the "Issuer"). Each share of phantom stock is entitled to a cash payment equal to the fair market value of one share of the Common Stock as of the vesting date based on the closing market price of the Common Stock as of such vesting date. The cash payment with respect to the phantom stock that vested on February 10, 2022 was calculated based on the fair market value of the Common Stock equal to $109.71, which was the closing price of the Common Stock on February 10, 2022. The cash payment with respect to the phantom stock that vested on February 14, 2022 was calculated based on the fair market value of the Common Stock equal to $108.32, which was the closing price of the Common Stock on February 14, 2022. The cash settlement of 725 shares of phantom stock and 619 shares of phantom stock, respectively, are each reported for purposes of Form 4 as the disposition of the phantom stock and a simultaneous acquisition and disposition of the underlying Common Stock. The phantom stock was received by Coliseum Capital Partners, L.P. ("CCP") pursuant to an agreement under which Christopher Shackelton ("Shackelton") assigned to CCP the right to receive all compensation (including equity compensation) that Shackelton would otherwise receive as a director of the Issuer. Coliseum Capital, LLC ("CC") serves as the general partner for CCP and Coliseum Capital Partners II, L.P. ("CCP2"); Coliseum Capital Management, LLC ("CCM") serves as investment advisor to CCP and CCP2. Shackelton and Adam Gray ("Gray") are managers of and have an ownership interest in CC and may be deemed to have an indirect pecuniary interest in the phantom stock held by CCP due to CC's right to receive performance-related fees from CCP. Each of Shackelton, Gray, CC, CCM, CCP and CCP2, disclaims beneficial ownership of the phantom stock except to the extent of that person's pecuniary interest therein. The Common Stock is held directly by (a) CCP, (b) CCP2 and (c) a separate account investment advisory client of CCM (the "Separate Account"). Shackelton and Gray are managers of and have an ownership interest in each of CCM and CC and may be deemed to have an indirect pecuniary interest in the shares held by the CCP, CCP2 and the Separate Account due to CCM's right to receive performance-related fees from the Separate Account and CC's right to receive performance-related fees from CCP and CCP2. Each of Shackelton, Gray, CCP, CCP2, the Separate Account, CC and CCM disclaims beneficial ownership of these securities except to the extent of that person's pecuniary interest therein. Following the transactions reported herein, CCP, CCP2 and the Separate Account directly owned 840,023; 113,337; and 328,695 shares of Common Stock, respectively. Shackelton is a director of the Issuer. As a result, the following persons may be deemed directors by deputization of the Issuer solely for purposes of Section 16 of the Securities Exchange Act of 1934, as amended: CCM; CC; CCP; CCP2; and Gray. Coliseum Capital Management, LLC, By: /s/ Thomas Sparta, Attorney-in-fact, Thomas Sparta, Attorney-in-fact 2022-02-14 Christopher Shackelton, By: /s/ Thomas Sparta, Attorney-in-fact, Thomas Sparta, Attorney-in-fact 2022-02-14 Coliseum Capital, LLC, By: /s/ Thomas Sparta, Attorney-in-fact, Thomas Sparta, Attorney-in-fact 2022-02-14 Coliseum Capital Partners, L.P., By: Coliseum Capital, LLC, its General Partner, By: /s/ Thomas Sparta, Attorney-in-fact, Thomas Sparta, Attorney-in-fact 2022-02-14 Coliseum Capital Partners II, L.P., By: Coliseum Capital, LLC, its General Partner, By: /s/ Thomas Sparta, Attorney-in-fact, Thomas Sparta, Attorney-in-fact 2022-02-14 Adam Gray, By: /s/ Thomas Sparta, Attorney-in-fact, Thomas Sparta, Attorney-in-fact 2022-02-14