Exhibit 10.1

THE HABIT RESTAURANTS, INC.

2014 OMNIBUS INCENTIVE PLAN

Restricted Stock Award

This award evidences the grant of Restricted Stock (the “ Award ”) by The Habit Restaurants, Inc., a Delaware corporation (the “ Company ”), on [              ] to [                      ] (the “ Grantee ”) pursuant to and subject to the terms of the Company’s 2014 Omnibus Incentive Plan (as from time to time in effect, the “ Plan ”).

1. Grant of Restricted Stock . The Company grants to the Grantee on the date set forth above (the “ Date of Grant ”) [              ] shares of Restricted Stock (the “ Shares ”). No Shares can be acquired by the Grantee pursuant to this Award unless, within 14 days of the Date of Grant, the Grantee has acknowledged and accepted the Award and thereby agreed to its terms by signing a copy of this instrument in the space indicated below and returning it to [              ].

2. Nontransferability of Shares . The Shares acquired by the Grantee pursuant to this Award shall not be sold, transferred, pledged, assigned or otherwise encumbered or disposed of except as provided below and in the Plan.

3. Vesting; Forfeiture . The vesting and forfeiture provisions applicable to the Award are set forth in Exhibit A hereto.

4. Compliance with Plan Restrictions; Recovery of Compensation.

(a) By accepting the Award, the Grantee expressly acknowledges and agrees that in addition to the vesting and forfeiture provisions set forth in Exhibit A hereto, the Award (whether or not vested) is subject to forfeiture, and the Grantee and any permitted transferee will be obligated to return to the Company the value received with respect to the Award (including any gain realized on a subsequent sale or disposition of Shares) in accordance with any clawback or similar policy maintained by the Company, as such policy may be amended and in effect from time to time.

(b) The Grantee hereby (i) appoints the Company as the attorney-in-fact of the undersigned to take such actions as may be necessary or appropriate to effectuate a transfer of the record ownership of any Shares that are unvested and forfeited hereunder, (ii) agrees to deliver to the Company, as a precondition to the issuance of any certificate or certificates with respect to unvested Shares hereunder, one or more stock powers, endorsed in blank, with respect to such Shares, and (iii) agrees to sign such other powers and take such other actions as the Company may reasonably request to accomplish the transfer or forfeiture of any unvested Shares that are forfeited hereunder.

5. Dividends, etc . The Grantee shall be entitled to receive any and all dividends or other distributions paid with respect to those Shares of which the Grantee is the record owner on the record date for such dividend or other distribution; provided , however , that any property or cash (including, without limitation, any regular cash dividends) distributed with respect to a Share (the “ associated share ”) acquired hereunder, including without limitation a distribution of Stock by reason of a stock dividend, stock split or otherwise, or a distribution of other securities

with respect to an associated share, shall be subject to the restrictions of this Award in the same manner and for so long as the associated share remains subject to such restrictions, and shall be promptly forfeited if and when the associated share is so forfeited; and further provided , that the Administrator may require that any cash distribution with respect to the Shares be placed in escrow. Any cash amounts that would otherwise have been paid with respect to an associated share shall be accumulated and paid to the Grantee, without interest, only upon, or within thirty (30) days following, the date on which such associated share vests hereunder (the “ Vesting Date ”) and any other property distributable with respect to such associated share shall also vest on the Vesting Date.

6. Retention of Certificates . Any certificates representing unvested Shares shall be held by the Company. If unvested Shares are held in book entry form, the undersigned agrees that the Company may give stop transfer instructions to the depository to ensure compliance with the provisions hereof.

7. Legends, Etc . Any certificates representing unvested Shares will bear such legends as determined by the Company that discloses the restrictions on transferability imposed on such Shares as a result of this Award and the Plan. As soon as practicable following the vesting of any such Shares the Company shall cause a certificate or certificates covering such Shares, without the aforesaid legend, to be issued and delivered to the undersigned. If any Shares are held in book-entry form, the Company may take such steps as it deems necessary or appropriate to record and manifest the restrictions applicable to such Shares.

8. Certain Tax Matters .

(a) The Grantee has been advised to confer promptly with a professional tax advisor to consider whether the Grantee should make a so-called “83(b) election” with respect to the Shares. Any such election, to be effective, must be made in accordance with applicable regulations and within thirty (30) days following the date this Award is granted and the Grantee must provide the Company with a copy of the 83(b) election prior to filing. The Company has made no recommendation to the Grantee with respect to the advisability of making such an election.

(b) The Grantee expressly acknowledges and agrees that the Grantee’s rights hereunder are subject to the Grantee promptly paying to the Company in cash or by such other means) as may be acceptable to the Administrator in its sole discretion (including through the Company’s withholding of Shares (but not in excess of the minimum withholding required by law), all amounts required to be withheld with respect to U.S. federal, state, local and non-U.S. taxes. The Grantee authorizes the Company and its subsidiaries to withhold such amounts from any amounts otherwise payable to the Grantee, but nothing in this sentence should be construed as relieving the Grantee of any liability for satisfying his or her obligation under the preceding provisions of this Section.

9. Effect on Employment . The grant of the Shares will not give the Grantee any right to be retained as an employee of, or other service provider to, the Company or any of its Affiliates, affect the right of the Company or any of its Affiliates to discharge or discipline such Grantee at any time, or affect any right of such Grantee to terminate his or her Employment at any time.

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10. Provisions of the Plan . This Award is subject to the provisions of the Plan, which are incorporated herein by reference. A copy of the Plan as in effect on the Date of Grant of this Award has been furnished or made available to the Grantee. By accepting this Award, the Grantee agrees to be bound by the terms of the Plan and this Award. All initially capitalized terms used herein will have the meaning specified in the Plan, unless another meaning is specified herein.

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IN WITNESS WHEREOF, the Company has caused this instrument to be executed by its duly authorized officer.

Dated: [                      ]

The undersigned hereby acknowledges the terms set forth

above and in Exhibit A, and in the Plan, and agrees to be

bound thereby:

Dated: [                      ]

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Exhibit A

[Specific vesting and forfeiture terms to be specified in each grant]

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Exhibit 10.2

THE HABIT RESTAURANTS, INC.

2014 OMNIBUS INCENTIVE PLAN

Nonstatutory Stock Option

This certificate evidences a nonstatutory stock option (this “Stock Option”) granted by The Habit Restaurants, Inc., a Delaware corporation (the “Company”), on [              ] (the “ Date of Grant ”) to [                      ] (the “Participant”) pursuant to and subject to the terms of the Company’s 2014 Omnibus Incentive Plan (as from time to time in effect, the “Plan”).

Under this Stock Option, the Participant may purchase, in whole or in part, on the terms herein provided, up to a total of [              ] shares of common stock of the Company (“Shares”) at $[              ] per Share, which is the per-Share fair market value (as determined by the Administrator) of the common stock of the Company on the date of grant of this Stock Option. The latest date on which this Stock Option, or any part thereof, may be exercised is [              ] (the “Final Exercise Date”). The Stock Option evidenced by this certificate is intended to be, and is hereby designated, a nonstatutory stock option (that is, an option that does not qualify as an incentive stock option as defined in Section 422 of the Code). No portion of this Stock Option may be exercised unless, within 14 days of the Date of Grant, the Participant has acknowledged and accepted the grant by signing a copy of this certificate in the space indicated below and returning it to [                  ].

Subject to adjustment as provided in Section 7 of the Plan and subject to the other provisions of this Stock Option and the Plan, this Stock Option, unless earlier terminated, expired or forfeited, shall vest as follows:

[Specific vesting terms to be specified in each grant]

Notwithstanding the foregoing, but subject to the last sentence of this paragraph, upon termination of the Participant’s Employment for any reason, any portion of this Stock Option that is not then vested and exercisable will promptly expire and the remainder of this Stock Option will remain exercisable for 45 days; provided , that (i) any portion of this Stock Option held by the Participant immediately prior to termination of the Participant’s Employment by reason of the Participant’s death or Disability, to the extent then exercisable, will remain exercisable for one year instead of for 45 days and shall expire at the end of such one-year period to the extent not earlier exercised; and (ii) if the Participant’s Employment is terminated for Cause or otherwise terminates in circumstances described in Section 6(a)(4)(D) of the Plan, any portion of this Stock Option held by the Participant immediately prior to such termination of Employment will immediately terminate and be forfeited. Notwithstanding the foregoing, in no event shall any portion of this Stock Option be exercisable or remain outstanding after the Final Exercise Date.

Each election to exercise this Stock Option shall be in writing or effectuated by such web-based or other telephonic or electronic means as the Administrator may prescribe, signed

(including by any such means as the Administrator may prescribe) by the Participant (or legally appointed representative, in the event of the Participant’s incapacity) or the person or persons to whom this Stock Option is transferred by will or the applicable laws of descent and distribution and received by the Company at its principal office, accompanied by this certificate and payment in full as provided in the Plan. Subject to the further terms and conditions provided in the Plan, the purchase price may be paid as follows: (i) by delivery of cash or check acceptable to the Administrator; (ii) through a broker-assisted exercise program acceptable to the Administrator; or (iii) by such other means or combination of means, if any, as the Administrator may accept. In the event that this Stock Option is exercised by a person other than the Participant, the Company will be under no obligation to deliver Shares hereunder unless and until it is satisfied as to the authority of such person to exercise this Stock Option.

If at the time this Stock Option is exercised the Company or any of its shareholders is a party to any agreement restricting the transfer of any outstanding shares of the Company’s common stock, the Administrator may provide that this Stock Option may be exercised only if the Shares so acquired are made subject to the transfer restrictions set forth in that agreement (or if more than one such agreement is then in effect, the agreement or agreements specified by the Administrator). In addition, the Participant expressly acknowledges and agrees that his or her rights under the Stock Option, including to any Shares acquired under the Stock Option or proceeds from the disposition thereof, are subject to Section 6(a)(5) of the Plan, including any clawback or similar policy maintained by the Company, as such policy may be amended and in effect from time to time.

If at the time this Stock Option is exercised the Company determines that under applicable law and regulations it could be liable for the withholding of any federal or state tax upon exercise or with respect to a disposition of any Shares acquired upon exercise of this Stock Option, this Stock Option may not be exercised unless the person exercising this Stock Option remits to the Company any amounts determined by the Company to be required to be withheld upon exercise (or makes other arrangements satisfactory to the Company for the payment of such taxes).

This Stock Option may not be transferred except as expressly permitted under Section 6(a)(3) of the Plan.

This Stock Option is subject to the provisions of the Plan, which are incorporated herein by reference. A copy of the Plan as in effect on the date of the grant of this Stock Option has been furnished or made available to the Participant. By accepting this Stock Option, the Participant agrees to be bound by the terms of the Plan and this certificate. All initially capitalized terms used herein will have the meaning specified in the Plan, unless another meaning is specified herein.

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IN WITNESS WHEREOF, the Company has caused this instrument to be executed by its duly authorized officer.

Dated: [                           ]

Dated: [                           ]

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