Valion Bio, Inc.

We file annual, quarterly and current reports, proxy statements, and other information with the Commission. The Commission maintains a website at http://www.sec.gov that contains reports, proxy and information statements, and other information regarding issuers that file electronically with the Commission.

Our Annual Report (which is not a part of our proxy soliciting materials) is being mailed with this Proxy Statement. This Proxy Statement and our Annual Report are also available on our website at https://tivichealth.com/investor/. Additionally, and in accordance with Commission rules, you may access our Proxy Statement at www.proxyvote.com. We make available on or through our website free of charge our annual reports on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K and all amendments to such reports filed pursuant to Section 13(a) or 15(d) of the Exchange Act as soon as reasonably practicable after filing.

By Order of the Board of Directors,

/s/ Sheryle Bolton

Sheryle Bolton

Chairperson of the Board

June 2, 2025

234567 234567 234567 234567 234567 234567 1 OF 1 1 NAME THE COMPANY NAME INC. - COMMON THE COMPANY NAME INC. - CLASS A THE COMPANY NAME INC. - CLASS B THE COMPANY NAME INC. - CLASS C THE COMPANY NAME INC. - CLASS D THE COMPANY NAME INC. - CLASS E THE COMPANY NAME INC. - CLASS F THE COMPANY NAME INC. - 401 K x 02 0000000000 2 1 OF 123,456,789,012.12345 123,456,789,012.12345 123,456,789,012.12345 123,456,789,012.12345 123,456,789,012.12345 123,456,789,012.12345 123,456,789,012.12345 123,456,789,012.12345 2 PAGE CONTROL # → THIS PROXY CARD IS VALID ONLY WHEN SIGNED AND DATED. KEEP THIS PORTION FOR YOUR RECORDS DETACH AND RETURN THIS PORTION ONLY TO VOTE, MARK BLOCKS BELOW IN BLUE OR BLACK INK AS FOLLOWS: SHARES SCAN TO VIEW MATERIALS & VOTE 0000679928_1 R1.0.0.2 The Board of Directors recommends you vote FOR the following Class I Director Nominee: 1. Election of Class I Director to be elected for a three year term expiring in 2028. Nominees For Withhold 1A Christina Valauri 0 0 Against Abstain For 0 0 0 5. Approval, in accordance with Nasdaq Listing Rule 5635(d), of the issuance of shares of Common Stock upon conversion of those shares of Series B Non - Voting Convertible Preferred Stock and exercise of those warrants to purchase shares of Common Stock that the Company may in the future issue to an investor pursuant to that Securities Purchase Agreement entered into by and between the Company and such investor on April 29, 2025. The Board of Directors recommends you vote FOR Proposals 2, 3, 4, 5, 6 and 7. For Against Abstain 2. Approval of an amendment to the Company's Amended and Restated 2021 0 0 0 Equity Incentive Plan (the "2021 Plan") to increase the number of shares of Common Stock authorized for issuance thereunder by 425,000 shares, pursuant to the terms and conditions of the 2021 Plan. 0 0 0 6. Approval, in accordance with Nasdaq Listing Rule 5635(d), of the sale and issuance of shares of Common Stock pursuant to that Equity Purchase Agreement entered into by and between the Company and Mast Hill Fund, L.P. on March 18, 2025. 3. Ratification of the selection of Rosenberg Rich Baker Berman, P.A. as 0 0 0 the Company's independent registered public accounting firm for the fiscal year ending December 31, 2025. 0 0 0 7. Approval of the adjournment of the 2025 Annual Meeting to another place, or a later date or dates, if necessary or appropriate, to solicit additional proxies in the event the Company has not received sufficient votes in favor of any of the foregoing proposals. NOTE: In their discretion, the proxyholders will vote on such other business as may properly come before the 2025 Annual Meeting of Stockholders or any adjournment or postponement thereof. 4. Approval, in accordance with Nasdaq Listing Rule 5635(a) and Nasdaq 0 0 0 Listing Rule 5635(d), of the issuance of shares of common stock, including upon conversion of shares of Series A Non - Voting Convertible Preferred Stock that have been, or may in the future be, issued pursuant to that Exclusive License Agreement entered into by and between the Company and Statera Biopharma, Inc. on February 11, 2025, as may be amended from time to time. Please sign exactly as your name(s) appear(s) hereon. When signing as attorney, executor, administrator, or other fiduciary, please give full title as such. Joint owners should each sign personally. All holders must sign. If a corporation or partnership, please sign in full corporate or partnership name, by authorized officer. SHARES CUSIP # SEQUENCE # JOB # Signature (Joint Owners) Date Signature [PLEASE SIGN WITHIN BOX] Date TIVIC HEALTH SYSTEMS, INC 47685 LAKEVIEW BLVD. FREMONT, CA 94538 Investor Address Line 1 Investor Address Line 2 Investor Address Line 3 Investor Address Line 4 Investor Address Line 5 John Sample 1234 ANYWHERE STREET ANY CITY, ON A1A 1A1 VOTE BY INTERNET - www.proxyvote.com or scan the QR Barcode above Use the Internet to transmit your voting instructions and for electronic delivery of information. Vote by 11:59 P.M. ET on 06/29/2025. Have your proxy card in hand when you access the web site and follow the instructions to obtain your records and to create an electronic voting instruction form. During the meeting - Go to www.virtualshareholdermeeting.com/TIVC2025 You may attend the meeting via the internet and vote during the meeting . Have the information that is printed in the box marked by the arrow available and follow the instructions . VOTE BY PHONE - 1 - 800 - 690 - 6903 Use any touch - tone telephone to transmit your voting instructions . Vote by 11 : 59 P . M . ET on 06 / 29 / 2025 . Have your proxy card in hand when you call and then follow the instructions . VOTE BY MAIL Mark, sign and date your proxy card and return it in the postage - paid envelope we have provided or return it to Vote Processing, c/o Broadridge, 51 Mercedes Way, Edgewood, NY 11717 .

0000679928_2 R1.0.0.2 Important Notice Regarding the Availability of Proxy Materials for the Annual Meeting: The Notice and Proxy Statement and Form 10 - K are available at www.proxyvote.com TIVIC HEALTH SYSTEMS, INC 2025 Annual Meeting of Stockholders June 30, 2025 1:00 PM PDT This proxy is solicited by the Board of Directors The stockholder(s) hereby appoint(s) Jennifer Ernst as proxy and attorney - in - fact with the power to appoint her substitute, and hereby authorizes her to represent and to vote, as designated on the reverse side of this ballot, all of the shares of common stock of TIVIC HEALTH SYSTEMS, INC. that the stockholder(s) is/are entitled to vote at the 2025 Annual Meeting of Stockholders to be held at 1:00 PM, PDT on June 30, 2025, virtually at www.virtualshareholdermeeting.com/TIVC2025, and any adjournment or postponement thereof. This proxy, when properly executed, will be voted in the manner directed herein by the undersigned. If no such direction is given, but this proxy is signed, this proxy will be voted FOR the election of each of the Class I Director Nominee, FOR Proposals 2, 3, 4, 5, 6 and 7, and in the discretion of the proxy with respect to such other business as may properly come before the meeting. Continued and to be signed on reverse side