Item 5.02 Departure of Directors or Certain Officers: Election of Directors:


          Appointment of Certain Officers: Compensatory Arrangements of Certain
          Officers.



Appointment of Directors

On April 19, 2021, ModivCare Inc. (the "Company") announced that its Board of Directors (the "Board") increased the size of the Board from seven to ten members and added Garth Graham, MD, Stacy Saal, and Rahul Samant to fill these newly-created directorships. Dr. Graham is to serve as a Class 3 director with an initial term set to expire at the Company's 2021 Annual Meeting of Stockholders. Ms. Saal is to serve as a Class 1 director with an initial term set to expire at the Company's 2022 Annual Meeting of Stockholders. Mr. Samant is to serve as a Class 2 director with an initial term set to expire at the Company's 2023 Annual Meeting of Stockholders. The directors are expected to be nominated for election by the Company's stockholders at the applicable annual stockholders meeting when their initial terms are anticipated to expire, together with the other directors in their respective classes, beginning with Dr. Graham at the 2021 annual meeting.

None of Dr. Graham, Ms. Saal or Mr. Samant is a party to any arrangement pursuant to which he or she was selected as a director. There have been no related party transactions between the Company and any of them reportable under Item 404(a) of Regulation S-K. Each will receive the standard compensatory and other agreements and arrangements provided to other non-employee directors of the Company, including prorated portions of the Company's standard (i) $85,000 cash retainer for directors and (ii) equity retainer for directors targeting a full­year $130,000 value as of the date of grant. No decisions have yet been made by the Board with respect to which committees, if any, the new directors are expected to be named.

The press release announcing the addition of these directors to the Board, which includes biographical and other important information about each of these directors, is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference. Investors and other interested parties are encouraged to read in its entirety the attached press release.

Item 9.01 Financial Statements and Exhibits.





(d) Exhibits.

   Exhibit
   Number                             Exhibit Description
    99.1           Press Release
     104         Cover Page Interactive Data File (embedded within the Inline
                 XBRL document)

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