Zhengye Biotechnology Holding Ltd

PROXY STATEMENT

The board of directors (the “Board of Directors”) of Zhengye Biotechnology Holding Limited (the “Company”) is soliciting proxies for the annual general meeting of shareholders of the Company (the “Meeting”) to be held on March 24, 2026 at 8:00 a.m. ET. The Company will hold the Meeting at No. 1 Lianmeng Road, Jilin Economic & Technical Development Zone Jilin City, Jilin Province, China. Shareholders will be able to attend in person and via live audio webcast online atwww.virtualshareholdermeeting.com/ZYBT2026.

Registered shareholders and duly appointed proxyholders will be able to attend, participate, and vote at the Meeting in real time. Beneficial shareholders who hold their ordinary shares of a par value of US$0.000025 each of the Company (the “Ordinary Shares”) through a broker, investment dealer, bank, trust corporation, custodian, nominee, or other intermediary who have not duly appointed themselves as proxyholder will be able to attend as guest, but will not be able to participate in or vote at the Meeting.

Only holders of the Ordinary Shares of record at the close of business on February 12, 2026, ET (the “Record Date”) are entitled to attend and vote at the Meeting or at any adjournment thereof. Two (2) shareholders entitled to vote and present in person or by proxy or (in the case of a shareholder being a corporation) by its duly authorized representative representing not less than one-third in nominal value of the total issued voting shares in the Company throughout the Meeting shall form a quorum.

Any shareholder entitled to attend and vote at the Meeting is entitled to appoint a proxy to attend and vote on such shareholder’s behalf. A proxy need not be a shareholder of the Company. Each shareholder shall be entitled to one vote in respect of each Ordinary Share held by such shareholder on the Record Date.

After carefully reading and considering the information contained in this proxy statement, please vote your shares as soon as possible so that your shares will be represented at the Meeting. Please follow the instructions set forth on the proxy card or on the voting instruction form provided by the record holder if your shares are held in the name of your broker or other nominee.