New book from NYT bestselling author Lewis Howes is now available!

New book from NYT bestselling author Lewis Howes is now available!


Payal Kadakia

Why You Shouldn't Have a "Plan B" & The Ultimate Goal Setting Method


Do you have a side hustle and keep wondering if it’s going to take off? Often, we don’t fully step into our greatness because we dabble in “Plan A,” but we’re not entirely convinced in our abilities or ideas, so we settle with “Plan B.”

Today’s guest saved every bit of money she could over six years so that she could commit 100% of her time and energy into realizing her idea: ClassPass. Now, it’s the largest health club aggregator by the number of club partnerships, with over 30,000 health clubs in 28 countries.

Today, my guest is Payal Kadakia, and I’m so excited to bring you our conversation. Payal has just launched her new book, Life Pass: A Groundbreaking Approach To Goal Setting, Drop Your Limits, Rise To Your Potential, and in today’s episode she shares the difficulty of living a life you dream of, how dance inspired her, and taught her to become an entrepreneur, what the ultimate goal-setting method is, and so much more. 

Who Is Payal Kadakia?

Payal Kadakia is the Founder of ClassPass, the leading fitness and wellness membership that MindBody acquired in October 2021. Before its acquisition, ClassPass had been valued at over $1 billion, with members logging more than 100 million hours of workouts across 30,000 partner studios in over 30 countries.

Payal is also the Founder and Artistic Director of The Sa Dance Company, founded in 2009 to increase awareness of Indian Dance in the mainstream and serve as a platform for expressing the Indian-American identity through movement. Payal has been featured in most major news outlets, listed as one of Fast Company’s 100 Most Creative People, and named in Fortune’s 40 under 40 list. Before founding ClassPass, Payal worked at Bain & Company and Warner Music Group. She holds a Bachelor of Science degree from MIT.

Payal’s life has always revolved around dance as her artistic expression. Dance has been her grounding force, and she saw the impact she could have in another person’s life and their heart from an early age as she performed for family. 

Three of the biggest lessons she gained from dance that she believes helped her become a great entrepreneur revolve around:

  1. Discipline. Payal learned different routines from teachers and figured out how to keep practicing so as to become the best dancer possible.
  2. Teamwork. Performing as a group requires every formation to be well-rehearsed to look professional. Payal learned how to work with people and how to transform together. 
  3. Learning about her roots. Indian dance and its origins helped Payal’s identity flourish as she realized the beauty of the women in India. 

Now that we know a bit of her career path, let’s jump in and hear how Payal went all-in on her dream.

Living Plan A or Just Dabbling in it?

Payal speaks about Plan A and Plan B in the book and can describe the realization she had about living her Plan B while dabbling in Plan A. Payal explains what happens to us spiritually, emotionally, and physically when we’re living Plan B.

“I was trying to explore Plan A but was always compromising, [which means] not living [my] calling, which is [what I am] meant to be doing. Once I started going for it, [the universe] guided me through it. Even when people are like, ‘How did you build ClassPass?’ Sometimes I felt like the universe was just opening the right doors for me. I had to walk through and do the work, but I also felt that the things that were meant to happen happened because I knew I was meant to build this company.” – Payal Kadakia

Payal believes that each step was on the right path, even if not specifically about building ClassPass. She was learning and developing in a way that meant when she did step out into her power, she knew it because, as she puts it, “I was doing what set my soul on fire.”

However, having a vision is one thing, but setting goals correctly is an entirely different challenge. Let’s hear how Payal overcomes that.

Set Goals Correctly

Many people feel stuck because they don’t know how to set goals correctly. Even if they set them, they don’t work. Payal has an in-depth approach to overcoming this challenge and setting them correctly.

“First thing to do is reflect because where we are today comes from who we were. I reflect on: What has my life been like recently? What are the words [to describe it]? Is it anxiety? Is it balanced? Is it good stuff? Is it bad stuff? What are the words that keep surrounding my brain defining who I am today? Then I ask people to dream.” – Payal Kadakia

How often do you hear people talk about a year as the one in which they got a raise or got married? Few people talk about how they felt—joyful, abundant, healthy, alive. 

What words will describe your next year? Payal’s method anchors us in powerful words. Our words are the essence of the LifePass process, the essence of Payal’s new book, and can even be used in relationships. Payal met her husband a month later after completing the LifePass method.

“Instead of [saying], ‘I [don’t want] to be single and find someone,’ I changed the [how I thought about] love in my mind [and changed it] to ‘long-term partner.’ I meditated on a different idea and [the new] word [for love] in my head was ‘longevity.’” – Payal Kadakia

The next step is all about focusing. It’s about tracking your time, which is another part of the process that so many of us don’t do.

Focus & Time Management

Once you’ve completed each step, it’s essential to do a time diagnostic — writing down your schedule so you know it and can therefore manage it. 

“What are the 10-ish areas that take up most of your time? It could be watching TV, social media, and bigger chunks [like] work. It’s important to [understand] because sometimes it’s creative [or] administrative work. What are you spending so much of your time on? Where are you today? What are you doing? If you want to change your life, you need to know what’s taking up your time today. … Whatever it might be, write that down because you don’t know if it’s serving you or not.” – Payal Kadakia

Once you track, know, and understand your time, you can see what needs improvement and attention based on whether you spend more time on things not serving you versus what helps you achieve your goals. You might be spending the most time commuting to work, cooking, sleeping, reading, or being on your phone. Whatever the top ten things are, write them down. You’ve just completed Step 3B

“Now you’re thinking, ‘Does that time area serve my dream words?’ We already established that [and] the feelings and emotions you’re aiming for this year. Rate each one 1-10: ‘Is being on my phone for X amount of hours a day serving my time? Is doing this part of my job serving my dream words?’ You’re not doing anything yet — just assessing.” – Payal Kadakia

Until you know the specifics of your schedule, you can’t make a plan. It’s about being self-aware about where you are right now to get to where you want to go. Without this understanding, it’s almost impossible to know where you’re going to end up.

You may not be able to change everything overnight, but it’s okay. In six months, you might reach a point where you can make different changes. Let’s see how Payal decides what to focus on in her plan.

“The only thing constant is change so learn to be flexible and adaptable.” @payalkadakia  

How to Select Areas Each Quarter to Change 

The next phase is the fun part; we pick four to five areas of our lives to focus on for the next three months. Payal believes breaking goals down into a quarterly goal-setting process works best. The reason is that three months is long enough to make a change. It’s not like a week that is too short to see any significant changes, but it’s also not a year that can feel far away and too daunting to do anything. 

“Now you’re not stuck in this place where you made a commitment to yourself or a new year’s resolution. Pretend I [want] to run a marathon — three months in, I realize, ‘ I hate running.’ What are you going to do? You feel like a failure, or you quit.” – Payal Kadakia

Based on your ratings,  you can decide what areas to focus on, and it’s vital to pick a small number of areas because you can’t change everything simultaneously. If you don’t start with changing a couple of things, you’re going to fail everything. 

It can be hard to get there, which is why Payal designed it in a way to help you think and decide based on how you’re feeling about how you can spend your time toward areas that serve you. Now you can choose four to five areas to go after setting measurable and actionable goals. 

“I don’t say things like ‘more or less,’ you have to be very specific. ‘I’m going to eat three healthy meals a week’ or, ‘write for 30 minutes.’ In the book, I take people through these advice tips because you forget to think about how you get stuck on the end game, like: ‘I want to become a chef.’ Great, where are you going to start? Where do you need to go grocery shopping? Do you need to look at recipes? Sometimes the hardest part is finding where you’re going. The whole thing is about making progress towards where you want to go instead of not getting started at all.” – Payal Kadakia

Payal’s approach is excellent to help you set actionable goals with advice on getting started. Getting back to numbers and being specific on what to do means you feel like you can check something off and, more importantly, see your progress.

“[Your goals might] feel small and not audacious goals, … but those are the important little bite-size goals that feel huge. Whenever I think of ClassPass, it was getting good in one dance class that taught me how to be a great entrepreneur. Every day at the office taught me to be a better leader the next day. I set out my dream to build a class pass to solve a problem, but it was the lessons along the way and the little goals that allowed me to take bigger and bigger steps.” – Payal Kadakia

Once we get started, the lessons along the way add value by showing us what to change and perhaps things we couldn’t conceive of without creating. 

While Payal has given us a great template to set goals, another vital element to remember is our belief in ourselves.

Toolkit to Always Believe in Yourself

In her book, Payal has a great line that says, “Failure is a data point, not an endpoint.” We all go through a struggle or a challenge at some point, causing us to doubt ourselves. Payal has a toolkit of strategies to maintain belief in herself — even if other people don’t

The doubt is about controlling your mind and your thoughts. I remember a lot during the process [of] building ClassPass [was that it was important] to share a quote every morning. I did because it forced me to wake up and scroll for quotes — what a great way to start with a positive thought. I would post the quote, which automatically comes back to you during the day [as] people comment on it. I [was] changing my mindset to that positive thought constantly.” – Payal Kadakia

When the doubt was there, Payal was setting boundaries, actually telling herself, “I’m not going there with you.” Sometimes that meant not seeing certain people do that. Her daily quotes reminded her where to focus her thoughts. 

“The antithesis to doubt is positivity. I will focus on the positive, not the negative, of the situation. So [if a] person [says], ‘I don’t think there’s a market here.’ I say there is a market here! One of those things is about focusing on the positive and push through it and letting the negative go away.” – Payal Kadakia

A life of “yes” is so much better than a life of “no.” By being intentional, you will create a life filled with everything you love doing. Instead of being laden with guilt, there isn’t even time for that now because the “yes” is so obvious. 

Payal gives us a far better understanding of being selfish and how misused that word is when we focus on achieving our dreams.

“Imagine if the years I was building ClassPass, I was focused on things I felt guilty and obliged about. I did feel selfish during that time because I had to focus on my stuff, but I wasn’t focusing on myself — I was focusing on building a company. This company would not exist and change people’s lives if I wasn’t “selfish.” I hate using that word because it’s not selfish. What I was doing was taking care of myself so that I could be in service of other people.” – Payal Kadakia

What a powerful statement about selfishness for us to remember — permitting ourselves to say “no” to something that doesn’t serve our mission is not selfish. It’s cultivating our best selves to help the world. 

If you are not doing what pulls you forward in your life, you are not showing up as the greatest version of yourself to everyone else. 

Why You Should Listen to This Payal Kadakia Podcast Episode Right Now…

Guys, there is so much wisdom shared by Payal in this episode that I just couldn’t fit it all in this post. She gives us strategies in her new book, Life Pass: A Groundbreaking Approach To Goal Setting, Drop Your Limits, Rise To Your Potential. Her book is excellent for people who get confused around goal setting and how to do this themselves, and she breaks it down for us and shares some fantastic stories. I highly recommend listening to the entire episode

Payal is most active on Instagram, where she continues to enjoy posting inspiring quotes and sharing her life. 

I have to commend Payal on her tenacity and perseverance to continuously live her best life and inspire others with her commitment to living in service. As the child of immigrants, it’s never easy to break away from what’s “always been done.” Payal believes wholeheartedly in living your most authentic expression, and her definition of greatness epitomizes it:

“My definition of greatness: It’s doing what you love so well and not caring about what anyone else thinks.” – Payal Kadakia

If you liked this episode, we would love it if you could tag @payal and me, @lewishowes, on Instagram with what stood out most from today’s episode. Also, please consider giving 5-star ratings on Apple Podcasts because they help spread these messages even further!

Whether you want to learn the ultimate goal-setting method or hear Payal’s incredible journey creating ClassPass, this episode is for you. So join me for Episode 1,224 of The School of Greatness and build a solid foundation to achieve your greatest dreams! 


To Greatness,

Lewis Howes - Signature

“When you’re living your Plan B, success is someone else’s success. You’re living inherently based on someone else’s expectation of you.” @payalkadakia  

Some Questions I Ask:

  • The jobs that you did before launching your own business, did you feel like you were doing your calling?
  • How does your identity play into living in your “Plan B”?
  • What does it look like to make your money work for your dreams?
  • What are the 3 questions or topics around money you should ask your partner before getting married?
  • What are the greatest lessons you learned from dance that helped you become a better entrepreneur?

In this episode, you will learn:

  • What gets in the way of people chasing big dreams.
  • Why you shouldn’t have a “Plan B” in life.
  • The conversations everyone should have about money.
  • The ultimate method for setting goals.
  • Plus much more…

Show Notes:

  • Her new book LifePass: Drop Your Limits, Rise to Your Potential – A Groundbreaking Approach to Goal Setting
Connect with
Payal Kadakia

Transcript of this Episode

Music Credits:


Kaibu by Killercats

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