Statement of Changes in Beneficial Ownership (4)

FORM 4 [ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

1. Name and Address of Reporting Person ^* Coliseum Capital Management, LLC	2. Issuer Name and Ticker or Trading Symbol ModivCare Inc [ MODV ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) __X__ Director __X__ 10% Owner _____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle) 105 ROWAYTON AVE.	3. Date of Earliest Transaction (MM/DD/YYYY) 2/13/2021
(Street) ROWAYTON, CT 06853 (City) (State) (Zip)	4. If Amendment, Date Original Filed (MM/DD/YYYY)	6. Individual or Joint/Group Filing (Check Applicable Line) ___ Form filed by One Reporting Person _ X _ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security (Instr. 3)	2. Trans. Date	2A. Deemed Execution Date, if any	3. Trans. Code (Instr. 8)		4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1.Title of Security (Instr. 3)	2. Trans. Date	2A. Deemed Execution Date, if any	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	2/13/2021		M		1952 ⁽¹⁾⁽²⁾⁽³⁾⁽⁴⁾	A	$0.00 ⁽¹⁾⁽²⁾⁽³⁾	1544007	I	See Footnote ⁽⁵⁾
Common Stock	2/13/2021		D		1952 ⁽¹⁾⁽²⁾⁽³⁾⁽⁴⁾	D	$178.53 ⁽¹⁾⁽²⁾⁽³⁾	1542055	I	See Footnotes ⁽⁵⁾⁽⁶⁾
Common Stock	2/14/2021		M		619 ⁽¹⁾⁽²⁾⁽³⁾⁽⁴⁾	A	$0.00 ⁽¹⁾⁽²⁾⁽³⁾	1542674	I	See Footnote ⁽⁵⁾
Common Stock	2/14/2021		D		619 ⁽¹⁾⁽²⁾⁽³⁾⁽⁴⁾	D	$178.53 ⁽¹⁾⁽²⁾⁽³⁾	1542055	I	See Footnotes ⁽⁵⁾⁽⁶⁾
Common Stock	2/16/2021		M		672 ⁽¹⁾⁽²⁾⁽³⁾⁽⁴⁾	A	$0.00 ⁽¹⁾⁽²⁾⁽³⁾	1542727	I	See Footnote ⁽⁵⁾
Common Stock	2/16/2021		D		672 ⁽¹⁾⁽²⁾⁽³⁾⁽⁴⁾	D	$171.63 ⁽¹⁾⁽²⁾⁽³⁾	1542055	I	See Footnotes ⁽⁵⁾⁽⁶⁾

*Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)*
1. Title of Derivate Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Trans. Date	3A. Deemed Execution Date, if any	4. Trans. Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivate Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Trans. Date	3A. Deemed Execution Date, if any	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)			11. Nature of Indirect Beneficial Ownership (Instr. 4)
Phantom Stock	⁽¹⁾⁽²⁾	2/13/2021		M			1952	2/13/2021	2/13/2021	Common Stock	1952	$0.00 ⁽¹⁾⁽²⁾	0	I	See Footnote ⁽⁴⁾
Phantom Stock	⁽¹⁾⁽²⁾	2/14/2021		M			619	2/14/2021	2/14/2021	Common Stock	619	$0.00 ⁽¹⁾⁽²⁾	0	I	See Footnote ⁽⁴⁾
Phantom Stock	⁽¹⁾⁽²⁾	2/16/2021		M			672	2/16/2021	2/16/2021	Common Stock	672	$0.00 ⁽¹⁾⁽²⁾	0	I	See Footnote ⁽⁴⁾

Explanation of Responses:
(1)	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 13, 2021 (a Saturday) was calculated based on the fair market value of the Common Stock equal to $178.53, which was the closing price of the Common Stock on February 12, 2021. The cash payment with respect to the phantom stock that vested on February 14, 2021 (a Sunday) was calculated based on the fair market value of the Common Stock equal to $178.53, which was the closing price of the Common Stock on February 12, 2021. The cash payment with respect to the phantom stock that vested on February 16, 2021 was calculated based
(2)	(Continued from footnote 1) on the fair market value of the Common Stock equal to $171.63, which was the closing price of the Common Stock on February 16, 2021.
(3)	The cash settlement of 1,952 shares of phantom stock, 619 shares of phantom stock and 672 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.
(4)	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.
(5)	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.
(6)	Following the transactions reported herein, CCP, CCP2 and the Separate Account directly owned 877,795; 261,300; and 402,960 shares of Common Stock, respectively.

Remarks:
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.

Reporting Owners
Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
Coliseum Capital Management, LLC 105 ROWAYTON AVE. ROWAYTON, CT 06853	X	X
Shackelton Christopher S 105 ROWAYTON AVE. ROWAYTON, CT 06853	X	X
Coliseum Capital, LLC 105 ROWAYTON AVE. ROWAYTON, CT 06853	X	X
COLISEUM CAPITAL PARTNERS, L.P. 105 ROWAYTON AVE. ROWAYTON, CT 06853	X	X
Coliseum Capital Partners II, L.P. 105 ROWAYTON AVE. ROWAYTON, CT 06853	X	X
Gray Adam 105 ROWAYTON AVE. ROWAYTON, CT 06853	X	X

Signatures
Coliseum Capital Management, LLC, By: /s/ Chivonne Cassar, Attorney-in-fact, Chivonne Cassar, Attorney-in-fact		2/17/2021
^**Signature of Reporting Person		Date
Christopher Shackelton, By: /s/ Chivonne Cassar, Attorney-in-fact, Chivonne Cassar, Attorney-in-fact		2/17/2021
^**Signature of Reporting Person		Date
Coliseum Capital, LLC, By: /s/ Chivonne Cassar, Attorney-in-fact, Chivonne Cassar, Attorney-in-fact		2/17/2021
^**Signature of Reporting Person		Date
Coliseum Capital Partners, L.P., By: Coliseum Capital, LLC, its General Partner, By: /s/ Chivonne Cassar, Attorney-in-fact, Chivonne Cassar, Attorney-in-fact		2/17/2021
^**Signature of Reporting Person		Date
Coliseum Capital Partners II, L.P., By: Coliseum Capital, LLC, its General Partner, By: /s/ Chivonne Cassar, Attorney-in-fact, Chivonne Cassar, Attorney-in-fact		2/17/2021
^**Signature of Reporting Person		Date
Adam Gray, By: /s/ Chivonne Cassar, Attorney-in-fact, Chivonne Cassar, Attorney-in-fact		2/17/2021
^**Signature of Reporting Person		Date