A Vision Fulfilled:
The Code42 Foundation Enters a New Chapter

In 2016, Code42 was a growing software company with a strong sense of purpose. Led by CEO Joe Payne, the Twin Cities company joined Pledge 1%, a global movement encouraging companies to integrate charitable giving into the core of how they operate. Code42 committed to donating 1% of profits, 1% of employee time, and 1% of the company’s equity to charitable efforts for the good of the community.

To honor the pledge of time, the company offered employees paid time off to volunteer, thus empowering staff to lead the company’s charitable efforts. Payne also recruited Code42’s three founders to pledge 1% of the equity to charity. At the time, that equity had no liquidity, but the founders believed that one day, if the company were sold or went public, those shares could become a lasting source of good.

“One of our core values at Code42 was to leave the world a better place,” Payne said. “We wanted the company to be a force for good in the community, and we wanted to build something that would even outlast the company. The Code42 Foundation was a long-term investment in that idea.”

Code42 partnered with the Minneapolis Foundation to help bring that vision to life.

From the start, the Code42 Foundation was designed to be employee-led. A volunteer committee stepped forward, working closely with Minneapolis Foundation staff to build grantmaking programs and governance structures from the ground up. For years, most of their giving came from employee paycheck contributions, with staff raising and distributing up to $30,000 a year.

Quietly and deliberately, they were also building something meant to last.

The long-anticipated moment arrived in 2024, when Code42 was acquired by another company. Overnight, the founders’ contributed equity became liquid, forming the core of a charitable foundation worth several million dollars.

While the committee had planned for this moment in theory, it arrived amid the emotional and logistical complexity of an acquisition. Many employees left before or shortly after the company changed hands, and those who remained were navigating an intense period of transition.

For nearly a year, “the committee was holding on for dear life,” said Tom O’Brien, who left Code42 a few months before the sale. “There were a lot of feelings and energy that had to be put into the management of the transition.”

The group had always known this moment would come. The Foundation was designed to outlive Code42 as an operating company, which meant it would eventually need to be stewarded by people who were no longer employees. Now the question became real. Could they preserve the culture and purpose that made the Code42 Foundation special?

With logistical support from committee members like Christina Dang, meetings continued and the vision held, even as some members went on to new jobs. “Every single member chose to show up because they all decided that the Code42 Foundation and its mission was worth the commitment,” she said.

By mid-2025, the committee was ready to look ahead. It was an exciting moment—but a serious one, too. The Code42 Foundation suddenly had a significant amount of money to give away, and the committee was eager to put it to good use. At the same time, the responsibility felt enormous. For years, they had carefully stewarded relatively small grants. Now they were responsible for millions of dollars.

Code42 Foundation grantmaking committee members

At first, O’Brien caught himself thinking that managing more money would require dramatically more effort. But as the committee took stock, something important became clear. “We had put such good structure and rigor in our grantmaking programs that they were already built for scale,” he said.

Still, big questions remained. How long should the Foundation exist? How much should it grant each year? And how could the committee keep former Code42 employees engaged over time?

Throughout these conversations, the committee leaned heavily on the guidance of Minneapolis Foundation staff members Julia Ruther and Sara Lueben.

“They are like our North Star,” Dang said. “They’re always present, providing direction and stability in our operations and programs.”

Together, the group landed on a 30-year time horizon for the Code42 Foundation. That decision provided clarity about how much to grant each year and how to responsibly invest the Foundation’s assets for long-term impact.

To reengage Code42 alumni and build momentum, the committee decided to make a bold statement in its first year of large-scale grantmaking. Last fall, they hosted a gathering for former employees to share the Foundation’s story, reconnect, and celebrate Code42’s continued impact. More than 100 alumni attended.

“This committee is deeply passionate about getting resources into the community, and they’ve created a strong base for both impactful grantmaking and meaningful connection among Code42’s alumni,” Ruther said.

Looking back now, committee members are struck by the foresight it took to create the Code42 Foundation. The decision to donate equity. The choice to empower employees. The patience to build strong systems long before they were needed.

“I just beam with pride when I talk about it,” O’Brien said. “To have it actually come to fruition is so unique and special.”

Family Tree Clinic, NorthPoint Health & Wellness Center, and Gender Justice are among the Code42 Foundation’s recent grantee partners.

In 2025, the Code42 Foundation awarded $376,000 through its Deep Thought grantmaking program, which supports organizations driving systemic change to disrupt inequities rooted in race, gender, mental health, education, and access to basic needs.

Its largest grant, a $200,000 investment, supported the Family Tree Clinic, a Twin Cities organization that provides comprehensive sexual health care and education.

“In a moment when attacks on bodily autonomy are rising nationwide, our community’s need for trusted, affirming sexual health care and education has never been greater,” said Annie Van Avery, Executive Director of Family Tree Clinic. “This award from Code42 Foundation provides the stability we need to meet this moment, ensuring access to high-quality, inclusive care and education for all people, regardless of their ability to pay.”

The Code42 Foundation also made two grants of $80,000 apiece to NorthPoint Health & Wellness Center and Gender Justice, as well as smaller awards to half a dozen Twin Cities organizations.

Code42 Foundation Grantmaking Committee Members

• Christina Dang
• Cait Daniels
• Kade Hennings
• Alex Matheson
• Tom O’Brien
• Schuyler Pagenstecher
• Joe Payne

Learn more about the Code42 Foundation.