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2016 STOCK INCENTIVE PLAN SECOND AMENDMENT (this Amendment ) to the Carrols Restaurant Group, Inc. 2016 Stock Incentive Plan, as amended (the Plan ). Capitalized terms used herein but not defined herein shall have the meanings ascribed thereto in the Plan. WHEREAS, the Board of Directors (the Board ) of Carrols Restaurant Group, Inc., a Delaware corporation (the Company ), previously adopted the Plan, which was approved by the stockholders of the Company; WHEREAS, pursuant to Section 11(b) of the Plan, the Board may amend the Plan; and WHEREAS, all terms and conditions of the Plan, other than as specifically amended as set forth in this Amendment, shall remain in full force and effect;

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