The High School Dropout Who Made Billions & Bought An NBA team

Shaan Puri

This is **Ryan Smith**, a guy who went from a 1.9 GPA high-school dropout to a **$2 billion** net worth. But this isn't your normal dropout story. Have a conversation with yourself: "Okay, I gotta make this happen."

Ryan Smith

Yeah, I gotta find a gear that I've *never* used before.

Shaan Puri

When he dropped out, he had *no plan*, *no money*, and *nowhere to live*. There's a great story about the early days of **Qualtrics**.

Ryan Smith

"And focus — we were religious about it, and it was actually an incredible *forcing function* for me."

Shaan Puri

At some point, you get offered $500 million to sell the company, and you turned it down.

Ryan Smith

Every other person I would talk to about this offer was like, *"Take it and run."*

Shaan Puri

Right. You're building it from your family's basement all the way to the end zone. Basically, you sell for **$8 billion** and end up going public.

Ryan Smith

I didn't do anything else when I was doing Qualtrics. I didn't invest. I didn't sit.

Shaan Puri

On boards. **No side hustles.**

Ryan Smith

"No side hustles—nothing except for *hoops*."

Shaan Puri

"What's it like to now own an **NBA** team? *That's insane.*"

Ryan Smith

My philosophy was, "Don't blink—just go."

Shaan Puri

"I want to start with this: you've done what kids like me dream of. You built a successful company — with your family, no less — became the super-successful guy: a billionaire, an NBA team owner. You live a really interesting life. What's cool is that if we rewind the clock, you were a guy who dropped out of high school and had a 1.9 GPA. So going from a 1.9 GPA to, I don't know, a $2 billion net worth is a pretty big jump. We hear these stories where it's like Mark Zuckerberg, Bill Gates — they were at Harvard and then they dropped out with this big, grand idea and it came to fruition. That's not your story at all. So **let's do the origin. Can you take us back?** You know, when you were 14, 15, 16, 17 years old — what was going on in your life at that time?"

Ryan Smith

I mean, it's no secret — my parents split up when I was 14, and the world was rocked. I was very much like, *"screw everything; no one can tell me what to do."* I think my parents were trying their hardest to keep us — we had five kids — and they were keeping us all kind of afloat. To be honest, I never really developed the skills for school. I didn't think I was very good at it. I knew I was a good athlete; I knew I was good at golf and could play poker. I knew there was something there, but I didn't work hard. I didn't finish anything. The concept of finishing was really hard, and it just never happened. So I think the trajectory I was on at 14, 15, 16, 17 was not a very hopeful one. There was no indication that there was a spark; there was no indication that there were good ideas in there. </FormattedResponse>

Shaan Puri

"Right. So what was your move? You weren't loving school, not doing that well—no spark there. What led to the decision: to *quit*, to *drop out*, to *leave*?"

Ryan Smith

Yeah, I mean, it was just kind of *forced*. It was like, "Hey—school is, like, this isn't working out for you. You don't go to class."

Shaan Puri

"You — it's *not* us." </FormattedResponse>

Ryan Smith

It's—you study, you know? There's probably another path for you. I had an uncle who reached out and said, "Hey, Ryan, you're 16. We're doing a tech company; it was called iMall. You're not gonna just screw off all day. You might as well come work. I'm running a sales team—come work." So I worked in the mail room. I worked with three older gentlemen—one was in his forties—and the founder had just gotten back from Seoul, Korea. I would always say, "I'm gonna go make money one day. I'm gonna go work on the fishing boats in Alaska because they're paying $20 an hour. I'm gonna go do this." My parents were like, "Go do whatever you want—just graduate high school. We don't care." The bar was really low. These guys were like, "No, you should go to Korea." I was like, "That sounds good." My dad was like, "If you can pay for it and graduate high school, we'll do it." So I graduated high school—I got a **GED** when I was 17. I went to a university and just cranked it out.

Shaan Puri

Like a few.

Ryan Smith

Months — three months — through packets. I was with mothers and everyone else who would not [do it]. It was like... I was like, "Okay, I'm gonna crank this thing out," and I did it. There was a little moment — "whoa" — alright. When I kind of set my mind to something, I can do it. Then I went out, and that's when I went to Seoul. </FormattedResponse>

Shaan Puri

"And so you go to Seoul. Are you, what, 17 years old at this time? Do you have a plan?"

Ryan Smith

The plan was that I would communicate. I never left Utah. I communicated with someone, and we were supposed to show up. We had jobs; they had a house for us; they had all these things. We had talked to them. I remember getting there with limited cash, but we were there to sign a contract, work for a school, and move in. We went straight to the hotel and waited. We called where we were supposed to meet up—no answer, no answer, no answer. The next day, still no answer. We were like, "What in the world?" Finally someone answered: a Korean woman who didn't speak any English. I thought they would be there waiting, saying, "Hey, we're so excited to have you," but it was the exact opposite. After a week in that hotel, it became clear: you have no job, no house, and not enough money to be staying in the hotel. I remember sitting in a coffee shop. We all called our parents. The other guys' parents went to the airport, bought them tickets, and they all jumped on the plane. I sat there and my dad said, "You're not coming home." I was like, "What in the world?" He said, "I know what you're gonna do here. You got a chance to go do something." As I look back as a parent now, I think, "What in the world?" I would never leave my kid over there, but he said the upside is way better.

Shaan Puri

What was your dad—was that **tough love**, or was he just sort of like, "Look, you just need to look at it this way. *Hang in there*"? What was he... what was going through his mind, you think?

Ryan Smith

I have no idea. I—honestly, I've thought about it so much. It's like... and that's just my dad. He's like, *he's fine with his kids failing*.

Shaan Puri

Did you feel like rock bottom at that?</FormattedResponse>

Ryan Smith

"Oh my word. So *homesick* in a country — no Americans, no English, no money. You just had to go figure it out. Alright."

Shaan Puri

So, you meet this guy, crash on his couch at some [point]. Have a conversation with yourself, like, "Okay, I gotta make this happen."

Ryan Smith

Yeah, I gotta find a gear that I've never used before. So, what'd you do? I ended up running into someone who needed an English teacher. The school was a ways away and I didn't have a place to stay, so he said, "He'd pay me $10 an hour," which isn't a lot there. I taught the kids for three hours a day in the mornings. I had found out about a place where Koreans go to study called the *goshiwon* — it's like that locker room we just looked at. It's about that big but a little bigger; no one ever sleeps there. I convinced the guy that if I could teach him English one hour a day, he'd let me sleep there because they had a shower. I found a little stove and would cook *ramen noodles* on it because that's all...

Shaan Puri

I go forward. Obviously it's tough. Obviously, you're sort of—it's like a *character-building* moment, because you're on your own for such an extended period of time. But was there a part of you that was, sort of, enjoying *MacGyvering* it a little bit?

Ryan Smith

Not at all. No, this was not.

Shaan Puri

"No momentum."

Ryan Smith

No. At the time there was no sense of myself. Now, looking back, I'm like, "Okay, I'm gonna get crafty — this is an experience: I'm backpacking through *Europe*."

Shaan Puri

"Didn't have that attitude then."

Ryan Smith

This was not that. I mean... this was—I **gotta get home**, right?

Shaan Puri

And so, you're teaching one guy. Did you eventually get more students, and how did you do that?

Ryan Smith

In Korea there were, you know, 15- to 20-story high-rises where everyone lived. I was like, "Okay, I'm teaching English. I've got 12 hours in the day. Rather than teaching at a school, it's way better to do *private lessons*. If I could get into one of the high-rises and start at 4:00 PM and teach every 55 minutes, it's going to be great." Well, how do you do that? I had a pager at the time. I got someone to write a message in Korean and I made 5,000 flyers. I would go in and they'd have these huge mailbox rows, but there was a security guard there. So I would go in and talk to the security guard and I was like, "Hey man..."

Shaan Puri

"In English or *broken Korean*?"

Ryan Smith

Whatever it took, I would just try to be their friend.

Shaan Puri

Okay.

Ryan Smith

And I was like, "Let me put these here. This is—let me put these in all of these." And they're like, "Well..." And I was like, "Come on." And I would *normally* be pretty successful at it.

Shaan Puri

Right.

Ryan Smith

And then my beeper just started hammering and blowing up, and I was like, "whoa." This was the first time in my life I felt, actually, there's something there — you have a good idea and you can execute on it. Then I started getting a schedule, and literally a month later I was making **$8,000 a month** as a 17-year-old teaching **English**. I was like, "How in the world did I go from there to here?"

Shaan Puri

That's amazing. Let's talk about the start of **Qualtrics**. So you built the company with Stewart, with your brother, and with your dad—building it from your family's basement all the way, you know, to the end zone: selling for **$8,000,000,000**. You ended up going public. You have a pretty crazy story over a twenty-something-year period. Where—what's the origin? What was the idea, and what were the early days like?

Ryan Smith

Yeah, so I think—the origin, if you talk to all of us, is a little different. It was really my dad and I who started. I was doing an internship at *Hewlett-Packard* in LA when I got a call that my father had cancer. It was terminal—or pretty close to terminal. I mean, it was like three years to live, max, and probably a couple months [speaker's estimate]. He ended up going through treatment and recovering, and he is alive today, which is an amazing story. I kind of had a moment where I just left California. I was working in LA, came back, deferred school, and said, "I'm spending this whole semester with my dad." My dad was always working on technology. He came up with this idea of collecting research online. It seems normal now, but at the time it wasn't trusted.

Shaan Puri

"Right. Companies doing before Qualtrics."

Ryan Smith

Yeah, they were — they were either doing **customer satisfaction** with *paper and pencil*, or not doing it at all. Okay. The thought of asking your employees for feedback, or your customers' feedback, seems normal now. </FormattedResponse>

Shaan Puri

**Table stakes today.**

Ryan Smith

They wouldn't do it, and so they'd have blind spots everywhere. He would get paid a lot of money to go in there and help companies do this. It was a novel thing: we were going to put the customer at the table; we were going to have them be part of the decision-making process. This is what we were going to come up with. He had this idea, but he was always messing around and he never really went commercial with anything. I was in **Hewlett-Packard** and I'd learned some tricks around how to go to market over the phone with technology. I saw what he was working on and thought—actually, I had just been doing that with some software and support stuff. What if we applied it here? He would come home from his radiation and chemo and just be kind of sitting there, and I'd say, "Let's do a business. Let me take this to the world." He'd say, "Well, I don't have any money. I can't pay you." I said, "Well, let's just go 50/50." By the time he recovered—he couldn't speak—we had ten customers. We kept finding people who believed in what we were doing, and it was a little *Jerry Maguire* moment where I had to find one person.

Shaan Puri

Right.

Ryan Smith

Who was like, "Then take it to the world," and that's *kinda* how the business started in the basement.

Shaan Puri

And so, he couldn't talk at the time, so even what he's writing down...

Ryan Smith

On a board.

Shaan Puri

And you're the guy on...

Ryan Smith

I was on the phone, and these people were asking about *deep statistical stuff* I didn't know. I was going back and forth. It was a pretty gnarly time. I wish I had more pictures in that moment, but no one thought it was going to be anything.

Shaan Puri

Right.

Ryan Smith

And everyone's like, "Oh, you started with your dad — it was just great." No one—like my roommates—thought it was going to be something. I didn't even think it was; he didn't think it was going to be something. </FormattedResponse>

Shaan Puri

Hey — let's take a quick break for a message from our sponsor, **HubSpot**, who's making this episode possible. Listen: if you're trying to build something big — I'm talking about a $100 million or $1 billion company — one of the most important things is to focus on the market. Where is the opportunity? You're like a surfer on a surfboard, trying to find the biggest, best wave possible. Well, HubSpot has put together a cheat sheet that studies and reverse-engineers what's working today. They're looking at the top-performing industries you could target, the funding routes that work best, and the growth strategies the fastest-growing companies are using. If you want a one-pager that's a cheat sheet on the "big company playbook," you can get it right now. Just scan the QR code you see on the screen [or click the link in the description below]. Alright — back to the show. There's a great story about the early days of **Qualtrics** and focus, and I love this. When I was researching it, I guess it was you and your brother who were talking about, "Well, we have this market; we can sell to these people, these people," and you guys at some.

Shaan Puri

We decided, no, no, no — we want to narrow down to only the universities. The part I love is that **focus** is a word anybody can throw around, right? But if you take **focus** as an *action* word, what does it mean? It means **saying no** to a bunch of otherwise believable ideas. The thing I read in the research was your brother was basically like, you know, if you're talking to him about some other type of customer — he was hanging up the phone. He said, "Unless you're talking about these 250 universities, I don't want to hear it." So, could you tell me about how that went down and what... </FormattedResponse>

Ryan Smith

That was just probably *2006–2007*. We had found some traction in universities. We'd found people like my dad. *My first customer was Angela Lee at the Kellogg Business School.* She made all of her students use *Qualtrics*, and then it just kind of went from there. I can go through every professor and explain how the whole thing worked, but my brother at the time worked at *Google*—he was an early, early Googler. At that time I didn't have very many people to call, and I didn't know how good he was, but I knew he was running a big piece of the internet.

Shaan Puri

Okay, right.

Ryan Smith

And Google was kinda having a moment, and he had been assigned to go run China for Google, so he was living in Beijing. He was working with Kai-Fu Lee and running Google China—wow. For me, when I would call him and ask for advice, and we started developing this dialogue, he was four years older than me. We were close, but not that close. I think for him it was like, "Dude, you're all over the place. I don't have time for this. If you're gonna call me, *stay on script, stay focused, and actually finish something.*" It was a bit more like "get out of here," right? But he was religious about it, and it was actually an incredible forcing function for me and the team to be like, "Okay, we're gonna go get the top 100 universities and nothing else matters," right.

Shaan Puri

**These forcing functions are so powerful.** If we play basketball—if there's a shot blocker, you can't bring that weak stuff in here. You can't show up on the call and be scatterbrained, because you know how the other person is going to respond.

Ryan Smith

Forces you. "What? He's coming at me."

Shaan Puri

When they're not in the room, you start... yes, *editing*.

Ryan Smith

"Oh, yeah. Yeah. What am I going to tell him? What's the story on our next call? What progress am I going to show him, right? Am I—am I—am I actually telling him the *same story* I told him last week? So **what did we actually get done this week?**"

Shaan Puri

Right.

Ryan Smith

"I've gotta actually come up with a new story. And, you know, ultimately I was able to recruit him out of **Google** to move back to **Utah**, and that happened in **2009**. We were seven years in, and then when we got together, *magic started happening.* Mmm."

Shaan Puri

"Why is that? What changed? Just because he's that good, or what?"

Ryan Smith

Do I mean... yeah, I mean, I knew he was good. I didn't know he was a "top five or six," whatever, product person in the world at the time. There was a dynamic between us. I'll just be super honest: we were **brothers**. We had to love each other, and we were able to push each other harder than any executive or person I've ever met.

Shaan Puri

Right.

Ryan Smith

You know, with executives—or with a team—I could probably go *three or four* rounds on something really hard before someone said "uncle." With my brother, I could go *fifteen* because we had to wake up; there was no drama, there was nothing. We spoke each other's language, but we were so different. He was full engineer; I was full business. We met on the product side, and we almost had to grow together like a relationship, where he had to fill in my weaknesses and blind spots, and I filled in his. </FormattedResponse>

Shaan Puri

Yeah, I've read something where you were saying that, you know, he came to you at some [point]. And he was like, "Hey, here's my weaknesses—what are yours?" And you're like, "Yeah, I had never really thought about it at that level of detail. I'm great, right?"

Ryan Smith

No, he's like, "Hey, I suck at these five things. What do you suck at?" I was like, "I don't suck at anything, bro." And he was like, "Suck the suck." </FormattedResponse>

Shaan Puri

"Oh."

Ryan Smith

Boy, I've heard him say this: "My job is to develop my younger brother." Who does that? Yeah, that's great. And when we took money in 2011, Sequoia — I remember — was like, "We're only doing this if there's a CEO. Which one of you is the CEO?"

Shaan Puri

So it wasn't really even stated.

Ryan Smith

No — it was just like, "we worked together; clearly we are cofounders. I'm not working for my little brother," right? I remember sitting in the room, looking across from Mike Moritz (who gave Steve Jobs his first dollar and backed Larry and Sergey). They were like, "We need a CEO or we're not investing." </FormattedResponse>

Shaan Puri

"You guys kicking each other under the table?"

Ryan Smith

There were literally just crickets because I knew where this conversation was going. I still remember the silence — we were all just looking at each other. Finally, he stood up, slapped the table, said, "It's him," pointed at me, and added, "I won't do media."

Shaan Puri

Okay.

Ryan Smith

And then sat down, and, like, if you find a Jared interview.

Shaan Puri

Right. It's rare.</FormattedResponse>

Ryan Smith

If you find a **Jared Smith** interview, it is super rare. That was a moment where I was like, "Alright — we'll still operate two in the box; we'll divide the world." It's a cool moment. Then it was like, "You're a first-time CEO; they're giving you — now you're in the big leagues." We had taken money from **Accel**, and this was the **largest Series A** raised in February 2012 since 2008 in all of tech. It was outside of the **Bay Area**, which — Sequoia at the time wasn't even investing there. So we came out of nowhere. The **Forbes** article was like, "The biggest company no one's ever heard of."

Shaan Puri

Right.

Ryan Smith

And, you know, you look at that prior time, but now *the pressure was on us*.

Shaan Puri

"So, wait—what year did you start the company?" "**2002.**" "**2002?** Now we're talking about **2012**—ten years."

Ryan Smith

Ten.

Shaan Puri

Years ago you had a sign out there in your office that we walked by. It says, **"Tune out the noise. Play the long game,"** and there's a picture of a guy just sitting there with his ears plugged. I've had a lot of people on this podcast. I remember when we had Jimmy—**MrBeast**. He's now the biggest YouTuber in the world, but back then I played him a clip from about ten years prior and he said, matter-of-factly: > "I started this when I was 12 years old. When I was 12, nobody watched. 13, nobody watched. 14 years old, nobody watched. 15, nobody watched. 16—'Is anybody ever gonna watch?' 17, nobody watched. Finally, when I was 19 some people started to watch, and even then it was nothing, you know, just relative to how it grew." He was talking about that idea—there's this cliché around the "ten-year overnight success." It's different when you hear somebody describe year after year of obscurity. What was that like for you, that...

Ryan Smith

"But you're against the world, and you know, I'll never forget. Once — I think it was 2004 — we were in a basement. My father was operating; he was in one room on his computer, deep into stat stuff. I was out there and having issues with our website. I was super frustrated because our competition had just raised a bunch of money. Their product was cheaper than ours — they raised **$40 million** — and their product was better than ours."

Shaan Puri

Better, cheaper, more resources.

Ryan Smith

More funding, and I'm like, "That's... that's hard." I was frustrated. I was pissed. I was like, "Are we going to do this? What's going on?" I was almost argumentative with my father. My father's just sitting there, and finally—it's the only time I ever saw him get mad—he slams the table, turns around, and says, "Who's stopping you? Who's stopping you from going to do everything you want to do?" In that moment it hit me like a ton of bricks. If we're going to do this, you're going to have to do it. You can't blame—there's only two of you, right? You're actually going to have to go do it. There's not going to be a shortcut. There's not going to be an easy button. You're going to have to go. From that moment on, I stopped asking him. And, you know, that was kind of that moment: **don't ask for permission**.

Shaan Puri

So I have this photo here. "Describe the scene."

Ryan Smith

Oh, wow. So this is me and Stuart. Everything in this photo was bought at a salvage sale on campus. The printers were $5 on the board. I'm making a list of customers and setting goals, like the **$25K Club**, and seeing how many we can put.

Shaan Puri

"How many sales calls do you think you did those first?" </FormattedResponse>

Ryan Smith

A couple of us—just dialing *all day*: emailing, dialing, going.

Shaan Puri

You still remember your script: "Ring, ring. What happens?"

Ryan Smith

Oh yeah. I mean, I would ask people what they're using: have they ever heard of us? Have they ever done anything like this? I'd tell them about the **top researchers in the world** who are using it. If I was calling into Dallas, I'd say I was part of the **Dallas American Marketing Association** and we went to the conference. I'd say, "Hey, can I just walk you through a demo?" At the time there was no **Zoom**, right? So I would actually get on the phone, send them a link, and then they would follow along with me.

Shaan Puri

Right.

Ryan Smith

And I could do the demo. This is where I've always told our reps: **"Do you know your product?"** I could do the demo on the phone, in a car, with a link—walking them through—without looking at the screen, and explain to them every single thing that's going on.

Shaan Puri

What does it take to be *great* at sales? You were...

Ryan Smith

Great at sales. I mean... I think **sales gets a really bad name** because people use it as, "Okay, the salesperson — we don't want to deal with them." I remember a moment: a lot of authors would use our software to write books. I remember once Daniel Pink called me. He said, "I'm writing a book and I want your help." I said, "Great." He asked, "What's the title of the book?" and he said, "To Sell Is Human." It's a great book about how every single person is a salesperson; they're actually trying to get a group of people to go in one direction or another at some point in the day, right? When it comes to software, first of all you have to believe in it. You've got to actually believe that your product has value and that the person on the other end's life is going to be better if they use it. In our case, we wanted them to run their businesses from the outside in instead of from the inside out. We believe that their employees are their biggest assets, and getting a pulse on them more than once a year was probably a good idea. Then we said, "Hey, actually if your business operated with the cadence of this data, you're going to win more." So part of it was educating these people that there was a new way — and by the way, it was cheaper, faster, and better. If you, as a user, would embrace this, your personal career inside your organization would skyrocket.

Shaan Puri

Right.

Ryan Smith

*Because everyone else is guessing,* you'll have a massive propensity to be correct all the time.

Shaan Puri

"Wouldn't it be great to know?"

Ryan Smith

"Wouldn't it be great to know you don't have to guess? And so that was the thought, and I was like, *'Oh my word — how do we get this to everyone?'*"

Shaan Puri

Somebody had a great reframe. They were like, "Sales is the generous act of letting the right person know that you might have a solution to their problem." If you think about it that way... it's an... </FormattedResponse>

Ryan Smith

Act of.

Shaan Puri

Service—you can approach it maybe differently. It does start to work, and you get it to work. You eventually hit a point where you do something pretty crazy. You start this business in your basement and you're "dialing for dollars." At one point, you were offered **$500 million** to sell the company—an absurd amount of money that sets up you, your team, everybody for life—and you **turned it down**. What was that like?

Ryan Smith

So it was hard because no one had ever—no one had ever offered to buy our company. It was... it's always a reality check. It felt like a recommitting. The gentleman who was doing the offer ran a company called **SurveyMonkey** at the time. He was married to **Sheryl Sandberg**—she was running Facebook. They were the power couple. I loved Dave; Dave was awesome. My brother had known him because he worked for Sheryl at Google. There was just this synergy coming together and he said, "I'll take the business. Let's go. We can partner; you can leave and be done." It was the cleanest moment of all time. I remember sitting next door from here in one of our mentor Duff Thompson's offices. This is someone you talk about when you talk about mentors—he had been there at **WordPerfect** and knew everybody. Every other person I would talk to about this offer was like, "Take it and run." Duff was different. He said, "We sold WordPerfect too early. Microsoft was coming. We sold too early." He was the only person that said, "Don't take the money." He said, "In my mind, you guys are cash-flow positive, you're cranking, you're growing at 100%. If you and Jared can get along and do this, it should be interesting." Jared kind of turned to me, and my dad turned to me, and said, "Well, what do you want to do?" I said, "I'll come back to you." I literally remember getting in the car with my wife and saying, "Hey, we gotta leave—we just gotta drive south." We got in the car; we were about forty minutes into a three-and-a-half-hour drive. She was from Vegas, so we were going down there. She said, "If it's going good, just keep it rolling." I asked, "You don't worry about passing that up?" She said, "No. What are you going to do at home? I don't need you around the house for her." She meant this was the time—if we were going to go for it, this was the time. It was one of those moments where we knew we were going to go for it.

Shaan Puri

"Had you pulled out a lot of cash already? Second, were you, like...?"

Ryan Smith

"Were you basically already...?" "We—we were profitable. We were profitable, so we were paying ourselves."

Shaan Puri

Yeah.

Ryan Smith

And that was a unique thing — like profitability in tech as a young company. So we would distribute the money, but this was a *whole new world*.

Shaan Puri

Right.

Ryan Smith

And so we came back, and I remember sitting down. You know, it was funny—**Dave, rest in peace**—he was an amazing human, and he said, "I just want to do what's best for you." He flew into town, and I was like... I knew that. I think I was going to tell him that we were going to turn it down, and I knew how crazy that was, but I also needed to hear him out a little. So we met at the office, and I wanted to walk him through our culture and our company because I wanted him to see—maybe things change, maybe he comes back for more, I don't know. I was like, "Alright, we can't be recognized," and I said, "Put on that hat—let's go in." We did this whole tour, came back, went to a different office, and sat down. I said, "I just... I think we're going to go for it." He asked, "What makes you think you can do it?" I didn't know what to say, so I replied, "Well, I just got you to put on a Qualtrics hat and walk through our building." I didn't know what else to say. I said, "We're just going to do it," and he really respected that. We'd have lunch every week when I was out there, and we ultimately ended up talking about joining forces later on—actually the week before he passed away. Then that was kind of it. It was cool; things happen for a reason. We went for it, and then we decided that if we're going to turn that down, that means we have to get serious. We can't be running this thing on our own personal credit cards and at the credit union and all this stuff. We've got to actually put all the money back into the business. So we decided to go raise money from Sequoia and Accel. At the time, it was like taking money from the Red Sox and the Yankees. Accel had just done Facebook; obviously Sequoia had done Google and Apple, and they were at the forefront of everything. The goal was, "Hey, you guys watch our back in the tech industry. We're going to sit in Utah, make money, put our heads down and go." Like, we got the world covered—that's what we need you for. It was a pretty cool partnership.

Shaan Puri

I want to learn from you more on the business side — how you think, how you operate. One of the things I liked is you talked about **working backwards**. That's one approach. Working forwards is more like, "I don't know, let's figure it out as we go." Of course there's room for that, but a very useful exercise is to "start with the end in mind" and then reverse-engineer. Well, if that's true, then what needs to be true underneath that? You sort of go back. Can you explain how you do that, or give an example? "Yeah, I mean..."

Ryan Smith

I think it's different from where we are today compared to where we were then. I learned something by accident. When we announced the fundraising, I remember getting on the phone with a journalist from **Business Insider**, Julie Bort. I'll never forget this. I'd never really done an interview — I'd done one interview with **Forbes** — and she comes out with, "I heard you just turned down $500 million." I was just flustering. She wrote the headline: "The kid who turned down $500 million," with my picture. I was excited about it, and then I thought, "Oh my gosh," because it looked like I went to the media with this story and slammed the story back in Dave's face. I was so, so embarrassed. But I knew at that moment that Dave wasn't coming back, right? It was a *burn-the-boat* moment.

Shaan Puri

She

Ryan Smith

Burned the boat for us on a possible acquisition—the first one in ten years. </FormattedResponse>

Shaan Puri

Right.

Ryan Smith

And I was so mad, and I never forgot about that. We operated for two more years, and we went to raise money. Everyone's like, "Well, when are you gonna raise money again?" Because when you start, you're on that path, right? What's the dollar amount and everything? My entire thing was, "We're gonna raise it a billion dollars, because that'll show that we've doubled. That's a new mark. We're giving away stock to employees as to where it's gonna be at." So when we got down to it, Accel and Sequoia—we brought Insight in—they agreed to that. They said, "All right, how do you want to announce this?" I was like, *there's only one person I wanna talk to.* So I called Julie Bort and I said, "Hey, you might not remember me, but you wrote that article that said, 'I turned down **$5,500,000,000**. I was happy about it and raised **$70,000,000**,' da da da. And just so you know, we're raising at a billion. Do you want the story?" And she's like, "Yes." So she basically took the exact same article, the exact same picture, and put, "the folks that turned down **$500,000,000** just raised at a billion."

Shaan Puri

**New headline.**

Ryan Smith

New headline you have: they look the exact same.

Shaan Puri

"You have both of those framed, *to be honest*." </FormattedResponse>

Ryan Smith

Framed, and then I remember sitting there one day after we had done that. There were a lot of our employees who were like, "Okay, wow — we made it. We're here." And I was like, **"No, no, no. What's her next article?"**

Shaan Puri

Work backwards.</FormattedResponse>

Ryan Smith

"What's her next article like? What is she putting up next?" Two years later it's like, "The group that turned down $500,000,000 just raised $2,500,000,000." We knew that that wasn't the goal. We knew we had our own mission and the Qualtrics story and everything, but it was very clear from a directional standpoint. We raised it two and a half. What's the next article a year later? It says, "The group that raised $2.5 billion or turned down $500 million just sold for..." She literally put four of those together with the same headline on the same page. I'm grateful for it because it fired us up to go and say, "Well, that next one isn't interesting. We actually need to go bigger. We need to push harder. We need to go more global." Every decision came down to, "Okay, what's the story we're going to be able to tell when we're done with all this?" It's kind of a weird thing because at the end—if you meet sports stars at the end of their careers—what they do is sit around and tell stories. They tell stories about what the world was like. You get them together and all they do is just sit and tell stories. You hear Byrd tell stories; you hear Dwyane Wade tell stories. It's awesome. It's kind of like all we will have are these stories that we're going to be able to tell. When Qualtrics sold, it was probably one of the most underwhelming days of my life.

Shaan Puri

So, when the *money* hits the bank. </FormattedResponse>

Ryan Smith

We were at a kind of a president's club–type event with about 100 of our people. The deal had closed but hadn't funded. I remember sitting there by the pool with our whole company—leadership who had made president's club—and I could tell when the money was going to hit. It lands, and then it just hits everybody. I could see the reaction over the next two hours. I remember turning to my wife and handing her my phone. She was sitting there reading a book. I said, "There are a lot more zeros there." She said, "Scary." I was like, "Okay—we've been grinding for 20 years." [unclear phrase: "you're a ponset / you're in ponset the movie script"] Then I started watching our people. It was like, "We just paid off our home. We just did it." There was a little more joy, but it became clear to me that it is about the journey. Even after all that, it wasn't a *eureka moment*. Knowing that, **I'm going to work till I'm 80**. I'm never going to stop working—I already know that about myself. Every young person should ask themselves that question right now. I don't know that anyone knows exactly what they're going to do. No one has figured it out. I still don't know what I want to be when I grow up. But what I do know is I'm going to keep working, because I'm not going to check out. If I were going to do that, I would have done it already.

Shaan Puri

"We played basketball this morning, and it's clear you've been playing basketball since you were a kid. So what's it like to now own an **NBA** team? That's insane."

Ryan Smith

So it's weird: when we're on the roadshow to go public, you normally go San Francisco, two days in New York, one day in Boston, one day in Maryland, then back to New York. I had organized our roadshow to do three days in New York, then to Boston. No one had really done it that way, and they were like, "Why are you doing that?" I was like, "Because I'm going to the Celtics game — I'm gonna go sit with Ainge." [Danny Ainge] I'll never forget sitting in the locker room with Ainge. It's the only thing outside of Qualtrics. I didn't do anything else when I was doing Qualtrics. I didn't invest, I didn't sit on boards, I didn't buy real estate. I was literally Qualtrics for twenty years — heads down. When we say *intense focus*, it was like everything else was...

Shaan Puri

No side hustles.

Ryan Smith

No side hustles.

Shaan Puri

No angel investing.

Ryan Smith

Nope. Yeah, nothing — and, like, it was probably twenty-two years. Yeah, it was like nothing except for hoops. I would go down to summer league and sit there with Ainge, and he was cool enough to let me, like... I mean, he's running the **Celtics**, and it was like I could see how plotting...

Shaan Puri

You're thinking, like, "I wanted to get into this."

Ryan Smith

No, it just happened. I was like, "I am so intrigued by this. I love the NBA. I love hoops. I love the business side of it." When we did sell, my brother was like, "What are you gonna do?" I said, "I'm gonna... I'm gonna go be part of the NBA." With SAP, I'd gotten to know Adam. I was working on a tech council for the NBA through SAP, and Bill McDermott had connected us. He was like, "Hey," and I let him know, "I'm gonna be part of this one way or another." He said, "Oh, we'd love it—too bad Utah is not for sale." Then he called me and was like, "Hey... someone else—Minnesota's for sale." So I went down that entire road. That story is pretty famous where Ash was like, "We're Jazz fans. What? What, do we have to give up our season tickets?" The Jazz said, "Yeah, that's probably part of it, right?" And it was like, "No—we grew up Jazz fans." I was like, "Oh, yeah."

Shaan Puri

And you just thought the Jazz would not come up for sale. The Miller family was...</FormattedResponse>

Ryan Smith

I had approached **Gail Miller**. You know, **Larry and Gail** had purchased it for years, and they owned it for thirty to thirty-five years. It was in a legacy trust for the family that can never be sold...

Shaan Puri

Oh—like, it *literally* could never be sold. It was a pretty...

Ryan Smith

Locked door. *At least, that's what we thought*, right? And...</FormattedResponse>

Shaan Puri

Did you have a *jazz hat* on? So something changed—what happened?

Ryan Smith

Yeah, I think—I think, you know, I'd approach her, and the answer was "no," and then...

Shaan Puri

"So, you got a callback?"

Ryan Smith

Yeah. About six months later, we got a call: "Hey — after we turned down Minnesota, are you still interested?" I was like, "Are you serious?" They said, "Yes — we're in."

Shaan Puri

"Right. How'd you negotiate the value? Or how'd you—how'd you figure it out?" </FormattedResponse>

Ryan Smith

It was literally a meeting where it was like, "Well, are you serious? Make us an offer." We pulled up the Forbes valuation on the phone, and I said, "Well, how's this?" because I didn't — I didn't know this was of scientists, economists [unclear]. This was like a year before all this madness. Yeah, and I was like, "Does that work?" I was like, "It seems fair."

Shaan Puri

Right.

Ryan Smith

And, *to her credit*, it wasn't a big...

Shaan Puri

Auction or anything in that case.

Ryan Smith

No, it was no one else. Yeah, I think she had sat across the corner from Ashley and me. She knew what we were about. She cared about it being in Utah, and that was important. They had had 35 years. I think they bought it for $22,000,000.

Shaan Puri

"Right. Would you buy for **1.6**?"

Ryan Smith

Yeah, 1.6, and it was like, "Okay, I've got a—this looks about as clean as it could get, right?" I mean, it's *not all gold* when you're running an auction. So how does...

Shaan Puri

How does it work? You buy a—you're not buying the whole thing, so that's the *franchise value*. You're buying a part, like a **majority stake**. Yeah, you just gotta send a wire one day... like, how does this actually go down?

Ryan Smith

I mean, *pretty much*. I mean, we did—yeah, that's *pretty much* how.

Shaan Puri

It works like: "Let's **double-check** the numbers."

Ryan Smith

Like a car—you gotta go figure it out, because you can't put a lot of debt on these. My philosophy was: **"don't blink."** These chances—there's 30 of these things in the world, just go, right? Ash and I had a lot of conversations about why life is pretty good at this. Why are we literally going, "Hey, we're on this 20-year journey of sacrifice and travel and all of this," and literally grinding at a level that most people could never comprehend? You interview founders all the time. When we're all in, it's like a different level. And then going and signing up for a level where there's a lot of pressure, there's a lot of responsibility—everything's public. You're taking the hopes and dreams of a whole nation and putting them on your shoulders to go do something right. You're also impacting the children—like, you know, kids, our kids. Qualtrics was a relatively normal life, right, even though it was worth, on paper, a lot more than an NBA team. The NBA team is very different.

Shaan Puri

Yes.

Ryan Smith

Right, and so...

Shaan Puri

You didn't take it lightly. </FormattedResponse>

Ryan Smith

No. And there were a lot of personal discussions about, "What's this for? Is this for ego? Is this for us? Is this for helping Utah?" It really came down to *Utah*.

Shaan Puri

I want to finish with a couple of rapid-fire, almost like *life-isms*. The idea of the **"nine most important minutes of the day"** — what are the nine most important minutes of the day?

Ryan Smith

**When your kids wake up**, **when they get home from school**, and **when they go to bed**.

Shaan Puri

**Three, three, three** — and you show up for those.

Ryan Smith

Or you just try to hit one, right? I mean, a lot of times when you're planning a trip or doing this, you have the option to be *one of those*, right? So I think that as you schedule, as you plan, as you optimize, those are important moments—maybe not all three. But if I can schedule a call, I'm not doing it in one of those moments.

Shaan Puri

"Right. Another one is—if you don't know what to do, if you don't know what you want to do, go figure out what you don't want to do. Use the *inversion*. Use the *contrast*." "Yep. What's that? Unpack that a little bit."

Ryan Smith

I just— we teach a class at BYU. We teach a business school class every fall, and it's around leadership and decision-making. Watching all these kids, it's like, *this is what I want to go do*. I didn't know what I wanted to do, and I think that's why **Qualtrics** worked. If I had a picture in my head of what it was supposed to look like, I don't think I would have done Qualtrics. I would have been so focused on that one opportunity. Or Zuckerberg could have been sitting next to you starting a business and you wouldn't even see it, and you'd be kicking yourself. What I did know was there were some attributes I believed in. I knew I wanted a job where **the sky was the limit**—my age wasn't going to limit my potential. I didn't want to be like, "Well, when you're 22 you can make up to $80,000 a year, and when you're 24 you get to $120,000." I didn't want to be capped. I wanted that if I worked harder than everyone else, if I was more creative, my ideas could go somewhere. I knew I wanted to be in leadership and that I could lead. I knew I wanted to see a lot of businesses quickly, a lot of industries. I wanted to know the world and know every industry. I wanted something that was kind of not old school. So when I started looking at opportunities, I never thought enterprise software, but I looked at it and put the opportunity right here and thought, "Wait—sky's the limit. I can be a founder. I can create. I'm not really capped. It's a new school, a new part of technology; it can go for a long time. I'm not going to have the legs pulled out from under me if I start doing well." I think those attributes are where I would advise kids, younger people, or entrepreneurs to focus: don't be so caught up on what something looks like. See if it fits, and you'll be blown away—maybe the auto industry actually works really well for you. You never would have thought about that, and that's all that really matters. That's kind of how we look. Now I've got a lot more roles and things I care about, but it has to fit into that. You ask, "Does it fit?" and you kind of go through that rubric.

Shaan Puri

"It's great. Well, listen, man — **thank you for doing this.** I appreciate it."

Ryan Smith

Thanks for coming out to **Utah**. I mean, it's great out here. Alright — I love it. Let's go.

Shaan Puri

Alright, man—thank you so much.