Modulated phases occur in numerous functional materials like giant ferroelectrics and magnetic shape-memory alloys. To understand the origin of these phases, we employ and generalize the concept of adaptive martensite. As a starting point, we investigate the coexistence of austenite, adaptive 14M phase, and tetragonal martensite in Ni-Mn-Ga magnetic shape-memory alloy epitaxial films. We show that the modulated martensite can be constructed from nanotwinned variants of the tetragonal martensite phase. By combining the concept of adaptive martensite with branching of twin variants, we can explain key features of modulated phases from a microscopic view. This includes metastability, the sequence of 6M-10M-14M-NM intermartensitic transitions, and the magnetocrystalline anisotropy.