Roots & Wings: A Self-Made Billionaires Family Foundation Takes Flight, Focusing On Children

Inside Philanthropy  |  October 22, 2021

In 2019, four years after signing the Giving Pledge, Judy and Gordon Faulkner established the Roots & Wings Foundation with a focus on supporting low-income children and families through four priority areas—early childhood education, access to healthcare, basic needs and human rights.

Author: Mike Scutari

While the name Judith Faulkner may not immediately ring a bell, you may have an indirect connection with her, whether you realize it or not. There’s a good chance her company manages your electronic medical records.

The 78-year-old Faulkner is the founder and CEO of America’s leading medical-record software provider, the Wisconsin-based Epic Systems Corp. The private company, whose clients include the Mayo Clinic and Kaiser Permanente, holds the records of more than 200 million Americans.

Forty-two years after Faulkner started the company in her basement, her net worth stands at $6.5 billion. She’s the second-richest self-made woman in the U.S. and one of the most influential individuals in the healthcare industry.

Now, the notoriously publicity-shy Faulkner is embarking on her second act. In 2019, four years after signing the Giving Pledge, she and her husband Gordon Faulkner established the Roots & Wings Foundation with a focus on supporting low-income children and families through four priority areas—early childhood education, access to healthcare, basic needs and human rights.

Last year, the Seattle-based foundation went live in the throes of the pandemic, eventually awarding $15 million to 120 organizations, most of which were based in Wisconsin, Washington and Oregon, where the Faulkners and their family reside. Faulkner’s daughter and Roots & Wings Executive Director Shana Dall’Osto told me the grantmaker plans to double its giving to approximately $30 million in 2021. “That figure may increase over time, as well,” she said.

The nascent foundation is set up to make a meaningful impact in the years ahead, thanks to Faulkner’s pledge to give 99% of her assets to philanthropy, and a grantmaking strategy targeting key intervention points that can change the trajectory of a child’s life. “Our goal is to help kids have a strong start,” Dall’Osto said. “That’s the roots, so that they can reach their full potential, and the wings so they can fly.”

Pivoting to philanthropy

In 1979, Faulkner founded the healthcare software company Human Services Computing, which later became Epic Systems Corp. The company grew at a steady clip over the years and posted $3.3 billion in revenues in 2020. Faulkner and her family own 43% of the company.

In a rare interview with Forbes’ Katie Jennings in April, Faulkner said she had no plans to retire anytime soon. People who leave the workforce “seem to lose that edge that says, ‘Why am I waking up in the morning? What is my day going to be?’” Faulkner said. “I wake up and think, ‘How do I get everything done in my day?’”

Beyond continuing to run Epic, one of Faulkner’s main priorities moving forward will be philanthropy. She and her husband Gordon, a retired pediatrician, founded a small family foundation called Magic Pebble in 2012. Three years later, Faulkner signed the Giving Pledge. “My goal in pledging 99% of my assets to philanthropy is to help others with roots—food, warmth, shelter, healthcare, education—so they, too, can have wings,” she wrote.

Out of that commitment, she established the Roots & Wings Foundation and made a donation of $100 million toward the endowment. While Magic Pebble still exists as a smaller discretionary grantmaking fund to assist organizations working beyond Roots & Wings’ programmatic focus, the majority of the Faulkners’ philanthropy moving forward will flow through the Roots & Wings Foundation.

“Take the burden off nonprofits”

Dall’Osto grew up in Wisconsin. After graduating college, she taught in the Peace Corps in West Africa before settling in Seattle, where she worked for organizations tackling homelessness and childhood literacy.

“I specifically remember one of my development directors coming to me—she was trying to chase a grant—and she asked me, ‘Could you adjust your programming so that we can get these dollars?’ And at the same time, we didn’t have enough funds for overhead or to increase my hours.”

The conversation “really drove home to me the importance of general operating and unrestricted support,” Dall’Osto said. “If you believe in the work that a nonprofit is doing, then you support them wholly.”

Dall’Osto told me this philosophy speaks to the foundation’s “trust-based approach” to grantmaking. “Our goal is to take the burden off nonprofits. That means doing the research ourselves and having a conversation with a potential grantee as a starting point, so once we ask them to submit the paperwork, there’s really good alignment already and we’re not wasting anyone’s time.” (The foundation also encourages organizational leaders to make an introduction via the foundation’s website.)

Support for “safety net” organizations

Roots & Wings launched just as the pandemic was beginning to rage. As it turned out, the foundation’s focus areas were aligned to the needs that arose during the early days of the crisis— childcare, housing, food insecurity and access to healthcare, including mental healthcare.

Dall’Osto and her small team quickly awarded 50 grants to groups that Dall’Osto was familiar with. The organizations did not need to fill out an application. “Like many other funders, we just decided to get funds out the door,” she said.

The foundation’s healthcare grantmaking was particularly prescient, as the pandemic revealed gaping holes in the public health safety net. Roots & Wings funds “safety net” organizations providing holistic and integrative care—free and charitable clinics, community health centers, small hospitals and “other underfunded healthcare organizations with negative operating margins,” according to its website.

These were precisely the kinds of organizations that played a critical role in supporting low-income families throughout the pandemic. Dall’Osto highlighted the work of one of its grantees, Wisconsin’s Access Community Health Centers, which provides an integrated approach to addressing a patient’s medical, mental and behavioral health needs. ACHA also provides free dental care to elementary school students. “They’re a great example of one of the safety net organizations that we support,” Dall’Osto said.

“Be true to your work”

In addition to access to healthcare, the foundation’s other three priority areas are early childhood education, basic needs, and human rights. The first priority area finds Roots & Wings focusing on affordable, quality childcare and preschool, early literacy, access to books, home visiting, and parent education; basic needs centers on access to food, clothing, shelter, housing, eviction prevention, legal aid, and abuse prevention; and human rights focuses on gun violence and prevention and criminal justice reform.

As Roots & Wings approaches its second year of grantmaking, Dall’Osto said the foundation is unlikely to significantly change its priorities. Instead, her plan is to “just dig in and support our grantees” with the goal of doubling its total grantmaking from $15 million to $30 million next year.

After 20 years in the nonprofit sector, Dall’Osto now finds herself running a family foundation. Given her unique CV, I asked her what advice she would give nonprofit leaders looking for funding.

“Be true to your work and your mission because you know it best,” she said. “Don’t try to change your programming to fit a funder’s interests. It’s like a relationship—you want someone who likes you for who you are. Also, get to know the funder’s priorities and values to make sure they’re a good fit for you.”


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