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Companies ModivCare Inc

ModivCare (MODV): executive pay, fiscal 2024

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CEO total pay$2,520,122CEO L. Heath Sampson · source
CEO vs. named peers1st pct.Of 15 peer CEOs

CEO pay, last three years

  • $2,266,785FY2022
  • $2,692,762FY2023
  • $2,520,122FY2024

CEO total pay was $2,520,122 in fiscal 2024, down from $2,692,762 in fiscal 2023.

FY2024: salary $792,885 · bonus $0 · stock awards $1,685,011 · option awards $0

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Full detail

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Summary compensation table
Named executive officerSalaryBonusStock awardsOption awardsNon-equity incentivePension / NQDCAll otherTotal
L. Heath Sampson$792,885$0$1,685,011$0$0$0$42,226$2,520,122
President, Chief Executive Officer, and Former Chief Financial Officer
Anne Bailey250,0000831,368000548,5751,629,943
Former President of Home
Ilias Simpson178,8460831,368000582,2811,592,495
Former President of Mobility
Barbara Gutierrez500,0000831,36800034,3671,365,735
Chief Financial Officer
Henry Toledo425,0000706,68500030,0161,161,701
Chief People Officer
Jessica Kral425,0000588,88500032,0761,045,961
Chief Information Officer
Chelsey Berstler286,5760336,1270008,062630,765
Executive Vice President of Personal Care Services

A dash means the company reported no figure in that column; 0 means it reported zero. Figures are as printed in the filing, without adjustment.

Three-year trend — total compensation per named executive

Named executive officerFY2024 totalFY2023 totalFY2022 totalΔ FY2023→2024
L. Heath Sampson$2,520,122$2,692,762$2,266,785↓ −172,640
Anne Bailey1,629,9431,834,666—↓ −204,723
Ilias Simpson1,592,4951,857,2311,458,894↓ −264,736
Barbara Gutierrez1,365,735954,112—↑ +411,623
Henry Toledo1,161,7011,284,030—↓ −122,329
Jessica Kral1,045,961441,703—↑ +604,258
Chelsey Berstler630,765———

Prior-year totals as disclosed in the corresponding proxy; deltas are computed values with the derivation shown in the register.

Incentive-plan design — the Compensation Discussion & Analysis

ModivCare's compensation philosophy is designed to attract, incentivize and retain highly talented individuals by offering market-competitive compensation near the median, emphasizing a strong link between pay and performance, aligning interests with stockholders through significant equity ownership, and mitigating financial risk through sound plan design.

CEO STI target (% of salary)—
CEO LTI target (% of salary)—
Independent consultantMeridian Compensation Partners, LLC
Clawback policytrue
Anti-hedgingtrue
Anti-pledgingtrue
Equity grants and outstanding awards

Grants of plan-based awards — fiscal year 2024

ExecutiveAwardGrant dateThresholdTargetGrantedMaximumGrant-date fair value
Anne BaileyRSU2024-02-14——6,134—$299,953
Anne BaileyPSU2024-02-144,6019,202—18,404531,416
Chelsey BerstlerRSU2024-07-31——6,518—148,741
Chelsey BerstlerPSU2024-07-314,8899,777—19,554187,386
Barbara GutierrezRSU2024-02-14——6,134—299,953
Barbara GutierrezPSU2024-02-144,6019,202—18,404531,416
Jessica KralRSU2024-02-14——4,345—212,471
Jessica KralPSU2024-02-143,2596,518—13,036376,415
L. Heath SampsonRSU2024-02-14——12,433—607,974
L. Heath SampsonPSU2024-02-149,32518,650—37,3001,077,038
Ilias SimpsonRSU2024-02-14——6,134—299,953
Ilias SimpsonPSU2024-02-144,6019,202—18,404531,416
Henry ToledoRSU2024-02-14——5,214—254,965
Henry ToledoPSU2024-02-146,54713,094—26,188451,721

Vehicle mix — grant-date fair value by award type

Named executive officerTime-vested (RSU)Performance-vested (PSU)Options / SARs% performance-vested
Anne Bailey$299,953$531,416$063.9%
Chelsey Berstler148,741187,386055.7%
Barbara Gutierrez299,953531,416063.9%
Jessica Kral212,471376,415063.9%
L. Heath Sampson607,9741,077,038063.9%
Ilias Simpson299,953531,416063.9%
Henry Toledo254,965451,721063.9%

% performance-vested = PSU grant-date fair value ÷ (RSU + PSU + Options), a computed value with the derivation shown in the register.

Outstanding equity awards at fiscal year-end 2024

ExecutiveAwardShares unvestedExercise priceMarket value unvested
L. Heath SampsonRSU191—$2,261
L. Heath SampsonPSU511—6,050
L. Heath SampsonOption52685.99—
L. Heath SampsonPSU574—6,796
L. Heath SampsonRSU733—8,679
L. Heath SampsonPSU2,201—26,060
L. Heath SampsonOption2,244110.07—
Jessica KralPSU2,674—31,660
Jessica KralPSU3,259—31,840
Henry ToledoPSU3,911—38,210
Jessica KralRSU4,345—51,445
Barbara GutierrezPSU4,601—44,952
Chelsey BerstlerPSU4,889—47,766
Jessica KralRSU4,907—58,099
Henry ToledoRSU5,214—61,734
Barbara GutierrezRSU5,715—67,666
Barbara GutierrezRSU6,134—72,627
Barbara GutierrezPSU6,430—76,131
Chelsey BerstlerRSU6,518—77,173
Henry ToledoPSU6,547—77,516
L. Heath SampsonPSU9,325—91,105
L. Heath SampsonRSU11,838—140,162
Henry ToledoRSU12,237—144,886
L. Heath SampsonRSU12,433—147,207
L. Heath SampsonPSU13,318—157,685
Director compensation
DirectorCash feesStock awardsOption awardsNon-equity incentiveAll otherTotal
Richard A. KerleyIndependent · Compensation · Departed during FY$140,000$129,955———$269,955
Leslie V. NorwalkIndependent · Board Chair · Nominating and Governance Committee (Chair) · Audit Committee120,000129,955———249,955
Christopher S. ShackeltonIndependent · Departed during FY120,000129,955———249,955
Rahul SamantIndependent · Compensation · Departed during FY100,000129,955———229,955
Todd J. CarterIndependent · Compensation Committee92,500129,955———222,455
David A. CoulterIndependent · Departed during FY92,500129,955———222,455
Garth GrahamIndependent · Departed during FY92,500129,955———222,455
Frank J. WrightIndependent · Departed during FY48,0760———48,076
Neal GoldmanIndependent · Compensation · Departed during FY11,6130———11,613
Craig A. BarbaroshIndependent · Compensation · Departed during FY11,6130———11,613

Board fee structure and ownership guideline

Annual cash retainer$85,000
Annual equity retainer$130,000
Per board meeting fee—
Committee chair fees (audit / comp / nom-gov)35,000 / 20,000 / 20,000
Stock ownership guideline$5

Total cost of the board

ComponentFY2024
Cash retainers and fees$828,802
Equity awards (grant-date value)$909,685
All other compensation$0
Total cost of the board$1,738,487

Computed as the sum of the director compensation table rows above; inputs and formula shown in the register.

Peer group, and who names ModivCare as a peer

Companies that benchmark against MODV

7 companies name MODV as a compensation peer

Each company listed discloses MODV in its own benchmarking peer group, as disclosed in each company's most recent proxy statement within the last two proxy seasons. Two companies are therefore absent by design: one that named MODV in an earlier year and no longer does, and one whose own most recent disclosure is older than the last two seasons.

Disclosed peer group — fiscal year 2024

The compensation peer group as the company disclosed it in its own proxy — the reference set behind the percentile above.

Peer reciprocity

Of the companies ModivCare Inc names as compensation peers, which name it back in their own disclosed peer groups. A peer set the market reciprocates reads differently from one selected in a single direction.

Reciprocity shown where the peer’s own current proxy has been read — each mark is cited in the register to that peer’s filing. A dash means the peer’s current proxy was read and names no reciprocal group including ModivCare Inc.

Chief executive pay against the peer group

Most recent fiscal-year chief executive compensation at each disclosed peer, taken from that company’s own proxy statement.

RankCompanyFYChief executiveSalaryStock awardsOption awardsNon-equity incentiveTotal
1Apollo Medical Holdings, Inc.2025Brandon Sim$850,000$11,999,980$0$2,059,125$14,930,231
2The Ensign Group, Inc.2025Barry Port549,2642,912,355010,317,24713,804,700
3Chemed Corporation2025Kevin McNamara1,858,7922,883,5535,036,0211,486,97612,904,720
4Aveanna Healthcare Holdings Inc.2025Peter Scott534,09110,336,83101,984,50012,855,422
5Addus HomeCare Corporation2025R. Dirk Allison1,076,9239,767,87001,320,00012,190,449
6Encompass Health Corporation2025Mark Tarr1,100,0005,285,3811,165,3762,581,52510,297,258
7AdaptHealth Corp.2025Suzanne Foster1,000,0007,530,88001,394,69410,256,240
8Option Care Health, Inc.2025John Rademacher1,000,0006,500,05001,665,0009,266,330
9Acadia Healthcare Company, Inc.2025Christopher Hunter1,061,0005,712,01201,135,2707,909,463
10Brookdale Senior Living Inc.2025Nikolas Stengle229,3104,283,9680403,5715,307,655
11Healthcare Services Group, Inc.2025Theodore Wahl1,005,1082,475,457818,544330,8514,725,723
12Enhabit, Inc.2024Barbara Jacobsmeyer850,0002,065,2110223,1253,140,924
13Select Medical Holdings Corporation2025Thomas Mullin618,0001,425,0000939,3603,042,527
14National HealthCare Corporation2025Stephen Flatt577,000505,215300,4811,280,0002,685,370
15ModivCare Inc2024L. Heath Sampson792,8851,685,011002,520,122
—Amedisys, Inc.——————not in coverage universe

Each peer’s compensation is from its most recently filed proxy; fiscal years differ by company. Each peer’s figures come from its own filings; the subject company is highlighted. Peers whose chief executive compensation is outside our coverage universe are stated as such, never left blank.

Incentive design against the same peers

CompanyAnnual incentive payoutLong-term vehicle mixPSU measures include TSRCompensation consultant
ModivCare Incnot disclosedPRSU 60 · RSU 40not disclosedMeridian Compensation Partners, LLC
Acadia Healthcare Company, Inc.85.6%PSU 50 · RSU 50NoWTW
AdaptHealth Corp.116.22%PSU 50 · RSU 50Yes — Relative TSRClearBridge
Addus HomeCare Corporationnot disclosedRestricted Stock 100not disclosedFW Cook
Amedisys, Inc.not disclosednot disclosednot disclosednot disclosed
Apollo Medical Holdings, Inc.193.8%PSU 67 · RSU 33NoPearl Meyer
Aveanna Healthcare Holdings Inc.not disclosedPSU 60 · RSU 40Yes — Relative TSR compared to the TSR peer groupFerguson Partners
Brookdale Senior Living Inc.125.7%not disclosedNoF.W. Cook & Co., Inc.
Chemed Corporationnot disclosednot disclosedYes — 3-Year Relative Total Shareholder Return (TSR)Compensation Strategies, Inc.
Encompass Health Corporation173.8%PSU 60 · RSU 20 · Options 20NoPay Governance
Enhabit, Inc.not disclosedPSU 60 · RSU 40not disclosedPay Governance
Healthcare Services Group, Inc.not disclosednot disclosedYes — relative Total Shareholder Return (TSR)not disclosed
National HealthCare Corporationnot disclosednot disclosednot disclosedfalse
Option Care Health, Inc.111%PSU 60 · RSU 40NoPearl Meyer
Select Medical Holdings Corporation190%RSU 100not disclosednot disclosed
The Ensign Group, Inc.not disclosednot disclosednot disclosedWillis Towers Watson

Read from each company’s Compensation Discussion and Analysis: annual incentive payout as a percentage of target, the disclosed long-term vehicle mix, whether performance-share measures include a total shareholder return component, and the retained compensation consultant. “Not disclosed” appears only where the company’s filing does not state the item.

Say-on-pay history and pay ratio

No say-on-pay vote is on file for this company.

Insider trades since the proxy

No insider equity transactions reported since the proxy statement.

Sources (60 citations)

Each figure is listed with the filing it comes from, where it appears in that filing, and the value as printed. Any figure can be independently confirmed against the source.

  • Section 01, L. Heath Sampson. DEF 14A, filed 2025-04-30. Section “Executive Compensation”. As printed: 2,520,122. View filing ↗
  • Section 01, Anne Bailey. DEF 14A, filed 2025-04-30. Section “Executive Compensation”. As printed: 1,629,943. View filing ↗
  • Section 01, Ilias Simpson. DEF 14A, filed 2025-04-30. Section “Executive Compensation”. As printed: 1,592,495. View filing ↗
  • Section 01, Barbara Gutierrez. DEF 14A, filed 2025-04-30. Section “Executive Compensation”. As printed: 1,365,735. View filing ↗
  • Section 01, Henry Toledo. DEF 14A, filed 2025-04-30. Section “Executive Compensation”. As printed: 1,161,701. View filing ↗
  • Section 01, Jessica Kral. DEF 14A, filed 2025-04-30. Section “Executive Compensation”. As printed: 1,045,961. View filing ↗
  • Section 01, Chelsey Berstler. DEF 14A, filed 2025-04-30. Section “Executive Compensation”. As printed: 630,765. View filing ↗
  • Section 03, Anne Bailey RSU. DEF 14A, filed 2025-04-30. Section “Executive Compensation” · grants of plan-based awards table. View filing ↗
  • Section 03, Anne Bailey PSU. DEF 14A, filed 2025-04-30. Section “Executive Compensation” · grants of plan-based awards table. View filing ↗
  • Section 03, Chelsey Berstler RSU. DEF 14A, filed 2025-04-30. Section “Executive Compensation” · grants of plan-based awards table. View filing ↗
  • Section 03, Chelsey Berstler PSU. DEF 14A, filed 2025-04-30. Section “Executive Compensation” · grants of plan-based awards table. View filing ↗
  • Section 03, Barbara Gutierrez RSU. DEF 14A, filed 2025-04-30. Section “Executive Compensation” · grants of plan-based awards table. View filing ↗
  • Section 03, Barbara Gutierrez PSU. DEF 14A, filed 2025-04-30. Section “Executive Compensation” · grants of plan-based awards table. View filing ↗
  • Section 03, Jessica Kral RSU. DEF 14A, filed 2025-04-30. Section “Executive Compensation” · grants of plan-based awards table. View filing ↗
  • Section 03, Jessica Kral PSU. DEF 14A, filed 2025-04-30. Section “Executive Compensation” · grants of plan-based awards table. View filing ↗
  • Section 03, L. Heath Sampson RSU. DEF 14A, filed 2025-04-30. Section “Executive Compensation” · grants of plan-based awards table. View filing ↗
  • Section 03, L. Heath Sampson PSU. DEF 14A, filed 2025-04-30. Section “Executive Compensation” · grants of plan-based awards table. View filing ↗
  • Section 03, Ilias Simpson RSU. DEF 14A, filed 2025-04-30. Section “Executive Compensation” · grants of plan-based awards table. View filing ↗
  • Section 03, Ilias Simpson PSU. DEF 14A, filed 2025-04-30. Section “Executive Compensation” · grants of plan-based awards table. View filing ↗
  • Section 03, Henry Toledo RSU. DEF 14A, filed 2025-04-30. Section “Executive Compensation” · grants of plan-based awards table. View filing ↗
  • Section 03, Henry Toledo PSU. DEF 14A, filed 2025-04-30. Section “Executive Compensation” · grants of plan-based awards table. View filing ↗
  • Section 08, Richard A. Kerley. DEF 14A, filed 2025-04-30. Section “Director Compensation”. As printed: 269,955. View filing ↗
  • Section 08, Leslie V. Norwalk. DEF 14A, filed 2025-04-30. Section “Director Compensation”. As printed: 249,955. View filing ↗
  • Section 08, Christopher S. Shackelton. DEF 14A, filed 2025-04-30. Section “Director Compensation”. As printed: 249,955. View filing ↗
  • Section 08, Rahul Samant. DEF 14A, filed 2025-04-30. Section “Director Compensation”. As printed: 229,955. View filing ↗
  • Section 08, Todd J. Carter. DEF 14A, filed 2025-04-30. Section “Director Compensation”. As printed: 222,455. View filing ↗
  • Section 08, David A. Coulter. DEF 14A, filed 2025-04-30. Section “Director Compensation”. As printed: 222,455. View filing ↗
  • Section 08, Garth Graham. DEF 14A, filed 2025-04-30. Section “Director Compensation”. As printed: 222,455. View filing ↗
  • Section 08, Frank J. Wright. DEF 14A, filed 2025-04-30. Section “Director Compensation”. As printed: 48,076. View filing ↗
  • Section 08, Neal Goldman. DEF 14A, filed 2025-04-30. Section “Director Compensation”. As printed: 11,613. View filing ↗
  • Section 08, Craig A. Barbarosh. DEF 14A, filed 2025-04-30. Section “Director Compensation”. As printed: 11,613. View filing ↗
  • Section 01 trend, Δ column (computed). Computed. Δ = current-FY total − prior-FY total per named officer.
  • Section 03b vehicle mix (computed). Computed. RSU / PSU / Options grant-date fair values summed per officer from the grants table; % performance-vested = PSU ÷ (RSU+PSU+Options).
  • Section 09b board cost (computed). Computed. Cash 828,802 + equity 909,685 + all other 0 = 1,738,487, summed across the director compensation table rows.
  • Apollo Medical Holdings, Inc., Section 10b CEO total. DEF 14A, filed 2026-04-17. CEO total compensation as printed in Apollo Medical Holdings, Inc.'s own proxy. As printed: 14,930,231. View filing ↗
  • The Ensign Group, Inc., Section 10b CEO total. DEF 14A, filed 2026-04-02. CEO total compensation as printed in The Ensign Group, Inc.'s own proxy. As printed: 13,804,700. View filing ↗
  • Chemed Corporation, Section 10b CEO total. DEF 14A, filed 2026-04-09. CEO total compensation as printed in Chemed Corporation's own proxy. As printed: 12,904,720. View filing ↗
  • Aveanna Healthcare Holdings Inc., Section 10b CEO total. DEF 14A, filed 2026-04-07. CEO total compensation as printed in Aveanna Healthcare Holdings Inc.'s own proxy. As printed: 12,855,422. View filing ↗
  • Addus HomeCare Corporation, Section 10b CEO total. DEF 14A, filed 2026-04-23. CEO total compensation as printed in Addus HomeCare Corporation's own proxy. As printed: 12,190,449. View filing ↗
  • Encompass Health Corporation, Section 10b CEO total. DEF 14A, filed 2026-04-07. CEO total compensation as printed in Encompass Health Corporation's own proxy. As printed: 10,297,258. View filing ↗
  • AdaptHealth Corp., Section 10b CEO total. DEF 14A, filed 2026-04-28. CEO total compensation as printed in AdaptHealth Corp.'s own proxy. As printed: 10,256,240. View filing ↗
  • Option Care Health, Inc., Section 10b CEO total. DEF 14A, filed 2026-04-08. CEO total compensation as printed in Option Care Health, Inc.'s own proxy. As printed: 9,266,330. View filing ↗
  • Acadia Healthcare Company, Inc., Section 10b CEO total. DEF 14A, filed 2026-03-25. CEO total compensation as printed in Acadia Healthcare Company, Inc.'s own proxy. As printed: 7,909,463. View filing ↗
  • Brookdale Senior Living Inc., Section 10b CEO total. DEF 14A, filed 2026-04-30. CEO total compensation as printed in Brookdale Senior Living Inc.'s own proxy. As printed: 5,307,655. View filing ↗
  • Healthcare Services Group, Inc., Section 10b CEO total. DEF 14A, filed 2026-04-15. CEO total compensation as printed in Healthcare Services Group, Inc.'s own proxy. As printed: 4,725,723. View filing ↗
  • Enhabit, Inc., Section 10b CEO total. DEF 14A, filed 2025-05-16. CEO total compensation as printed in Enhabit, Inc.'s own proxy. As printed: 3,140,924. View filing ↗
  • Select Medical Holdings Corporation, Section 10b CEO total. DEF 14A, filed 2026-03-04. CEO total compensation as printed in Select Medical Holdings Corporation's own proxy. As printed: 3,042,527. View filing ↗
  • National HealthCare Corporation, Section 10b CEO total. DEF 14A, filed 2026-04-02. CEO total compensation as printed in National HealthCare Corporation's own proxy. As printed: 2,685,370. View filing ↗
  • ModivCare Inc (subject), Section 10b CEO total. DEF 14A, filed 2025-04-30. CEO total compensation as printed in ModivCare Inc's own proxy. As printed: 2,520,122. View filing ↗
  • Section 10a, Enhabit, Inc. reciprocity. DEF 14A. Enhabit, Inc. names ModivCare Inc in its own disclosed peer group (read from its most recent proxy). View filing ↗
  • Section 10a, AdaptHealth Corp. reciprocity. DEF 14A. AdaptHealth Corp. names ModivCare Inc in its own disclosed peer group (read from its most recent proxy). View filing ↗
  • Section 10a, Chemed Corporation reciprocity. DEF 14A. Chemed Corporation's most recent proxy was read; its disclosed peer group does not include ModivCare Inc. View filing ↗
  • Section 10a, Addus HomeCare Corporation reciprocity. DEF 14A. Addus HomeCare Corporation names ModivCare Inc in its own disclosed peer group (read from its most recent proxy). View filing ↗
  • Section 10a, The Ensign Group, Inc. reciprocity. DEF 14A. The Ensign Group, Inc.'s most recent proxy was read; its disclosed peer group does not include ModivCare Inc. View filing ↗
  • Section 10a, Acadia Healthcare Company, Inc. reciprocity. DEF 14A. Acadia Healthcare Company, Inc.'s most recent proxy was read; its disclosed peer group does not include ModivCare Inc. View filing ↗
  • Section 10a, Brookdale Senior Living Inc. reciprocity. DEF 14A. Brookdale Senior Living Inc.'s most recent proxy was read; its disclosed peer group does not include ModivCare Inc. View filing ↗
  • Section 10a, Option Care Health, Inc. reciprocity. DEF 14A. Option Care Health, Inc.'s most recent proxy was read; its disclosed peer group does not include ModivCare Inc. View filing ↗
  • Section 10a, Encompass Health Corporation reciprocity. DEF 14A. Encompass Health Corporation names ModivCare Inc in its own disclosed peer group (read from its most recent proxy). View filing ↗
  • Section 10a, Aveanna Healthcare Holdings Inc. reciprocity. DEF 14A. Aveanna Healthcare Holdings Inc.'s most recent proxy was read; its disclosed peer group does not include ModivCare Inc. View filing ↗
  • Section 10a, Healthcare Services Group, Inc. reciprocity. DEF 14A. Healthcare Services Group, Inc.'s most recent proxy was read; its disclosed peer group does not include ModivCare Inc. View filing ↗
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