Compensation for Named Executive Officers

On December 14 and 16, 2017, the Compensation Committee of the Board of Directors of The Providence Service Corporation (the “Company”, “us” or “our”) granted stock options to certain of our named executive officers to the Company’s 2006 Long-Term Incentive Plan, as amended (the “2006 Plan”). The options provide these executives the right to purchase a number of shares of our common stock at a specified exercise price, as set forth in the table below.

The exercise price of the options is equal to the closing market price of our common stock on the date of grant (in the case of options granted on December 16, 2017, the exercise price equals the closing market price of our common stock on December 15, 2017, the last business day prior to the date of grant). The options will vest on December 31, 2018, subject to the executive’s continued employment through that date. In addition, the options will become fully vested prior to December 31, 2018 if the executive’s employment is terminated without cause or the officer resigns for good reason (as defined in the option agreement). The options will expire on December 31, 2020.

Each stock option award is subject to the terms and conditions of an option agreement, a copy of which will be filed as an exhibit to the Company’s Annual Report on Form 10-K for the period ending December 31, 2017. The foregoing descriptions of the options do not purport to be complete and are qualified in their entirety by reference to the full text of 2006 Plan and the option agreements.

About The Providence Service Corporation (NASDAQ:PRSC)

The Providence Service Corporation is a holding company. The Company, through its subsidiaries, provides critical healthcare and workforce development services. It operates in over two industry sectors, including the United States healthcare and global workforce development, through its three operating segments: Non-Emergency Transportation Services (NET Services), Workforce Development Services (WD Services) and Health Assessment Services (HA Services). The NET Services segment coordinates non-emergency transportation for individuals whose limited mobility and/or financial resources would otherwise hinder them from accessing necessary healthcare and social services. The WD Services segment provides employability and offender rehabilitation services to eligible participants of government sponsored programs. The HA Services segment provides care optimization and delivery solutions, including various health assessments for health plans, as well as in-home care management offerings.