Our Brains Cause Resistance: why change management initiatives get opposed

After listening to folks complaining about getting resistance during a needed change initiative, I decided to write an article explaining how resistance gets triggered from our brain. You see, people don’t make a conscious choice to resist; their brains are perceiving risk and automatically rebelling as protection. As I’ll explain, it’s possible to avoid resistance altogether. But we’d have to alter the way we’re going about change.

I’ll begin by saying that behaviors don’t just pop up, arise like Venus from the sea. Before we ‘do’ anything our brain goes through a series of neurological, biological, and electro-chemical reactions that automatically trigger and instruct behaviors.

Everything we do, think, see, feel originates in our brains, including our behaviors. And in current change management models, we overlook the brain bit. Resistance is caused by brain chemistry; to avoid it we’ll need to think differently about how we construct our change initiatives.


I’ll begin by naming the elephant in the room: ‘resistance management’ has become integral to change management. Frankly, my ideas in this article may cause resistance because they go beyond perceived wisdom and current academic research which both concentrate on behavior change rather than where behaviors get triggered in the brain. And because it’s believed to be endemic, resistance is naturally incorporated into change practices.

A friend of mine (a Harvard professor and MacArthur Genius) was writing a book on how to manage resistance. When I sent back my edits following his request to look at his draft, he opposed my ideas about avoiding resistance altogether: “This is just aspirational thinking, Sharon-Drew. Resistance is endemic no matter what models you use.” As I said, it’s built in.

Remember the adage: if you always do what you’ve always done you always get what you’ve always got? Indeed, the expression “change is hard” has become the perceived wisdom and various forms of coercion (persuasion, convincer strategies, rewards, manipulation) have cropped up to mitigate it.

In John P Kotter’s change bible Leading Change he says it’s necessary to ‘win hearts and minds’,

encourage them to make sacrifices to support the change and persuade them that the change is achievable and that the rewards are beneficial to both the business and themselves.

In other words, resistance is such an integral part of the change culture that the reason it occurs is overlooked. We assume:

  • change is hard (It’s not hard. We’re just approaching it as a behavior change issue rather a brain triggering problem.);
  • there will be obstacles (The existing norms and current activities have been the status quo. To make a change, a new set of norms must be developed that match the values of the old, and those involved in the status quo must determine this.).
  • the efficacy of ‘urgency’ to involve Others (We ask folks to adopt OUR urgency without helping them design something THEY feel urgency around and then push them to full OUR needs!);
  • when change is led by someone respected, Others will be compliant soldiers (Think of your mom telling you to wear that horrid outfit to Grandma’s. Nope. And it’s not about the clothes.);
  • all will go smoothly once we win ‘hearts and minds’ (The initiatives created may not match THEIR hearts and minds!).

Resistance is avoidable and change is not hard at all. We’re just doing it wrong.

In this article I’ll explain how our brains cause our reactions/responses, and how conventional change processes cause the very resistance it works to overcome.


Let me say a bit about my mindset and thinking. I’ve dedicated my life to developing change facilitation models used in coachingbehavior change, and sales that enable mind-brain connections to have conscious choice over our unconscious behaviors. Along the way I’ve discovered that our brain neurology is set up to create and maintain our core identities; as such, all of our actions and responses, attitudes and convictions are nothing more than unconscious, automatic outputs of who we are. To explain how we end up resisting, I’ll begin by introducing you to how we ‘be’ who we are.

Each of us is an amalgam of generations of family history, education, religion, friends, employment, life experience. Together, these mental models – the system of ‘me’, or SOM – carry electro-chemical signals (without meaning) that link together as neural circuits, or ‘cell assemblies’, that inform our actions: the way we look at, judge, and operate in the world; our assumptions, our politics. They inform our identity, our values, our beliefs. And signals from these circuits instruct our choices, our behaviors, in a way that maintains our system.

All of us act, make choices, decide from our mental models, our SOM; our behaviors arise unconsciously and automatically to represent and maintain who we are. In other words, we’re always ‘doing’ who we are, making us all victims of our unconscious.

Personally, I’ve been a liberal and activist since my first protest as a freshman in college when I chained myself to a crane and ended up in jail (Mother: ‘You’re calling from WHERE?’). I’ve continued my liberal activity during my life, taking great pride in who I am, believing fervently that my map of the world is the ‘right’ one. I’ll defend this to my death, regardless of what anyone else wants me to do, regardless of whether I’m considered right or wrong. I’ve lost jobs, book deals, friends, husbands, rather than make choices that will put my core identity, my SOM, at risk. I think I’ve been ‘right’ more often than not. But I’ve always respected my unique system, made the best choices I knew how to make based on my values, and followed my vision. It’s who I am.

And so we all are: our behaviors – our choices, our actions, our unconscious automatic triggers – are our beliefs in action. It’s here we must begin when considering resistance.


Given we are always DOing who we are, let me explain (in simplified fashion) how our brain accomplishes this so you’ll see how defiance might be a natural, albeit unconscious, choice.

Behaviors are the end result of several neural processes, generated from a sequence of neurological, biological, and electro-chemical actions that get triggered by incoming vibrations (as words, thoughts, messages, instruction). Here’s the sequence in words:

  • input vibrations (all sound/words enters ears without meaning) that get
  • filtered, massaged, shortened and
  • automatically turned to signals
  • that get dispatched among
  • 86 billion neurons, 1,000 trillion neural connections to seek a match
  • with ‘similar-enough’ cell assemblies that then
  • translate the signals uniquely and
  • send instructions to act (behave).

Here’s another way to explain what happens from start (input) to an action (output):

Input (message, vibration) -> Filters (Beliefs, norms) -> CUE (Signal creation) -> CEN (Dispatch to ‘similar-enough’ existing circuits) ->Output (Behavior, action, decision)

For those who want more detail, here’s a video of me explaining the entire process of how we make decisions with visuals.

Notice that the input (message) and the filters (beliefs, norms) drive the output (behavior). It’s impossible to have an output without an input that triggers it. Indeed, everything we do, think, feel, see, hear has been instructed by our neurology. An easy way to think of this is how Alzheimer’s sufferers die because their brain forgets to instruct their organs.


Resistance begins at the input stage: If the incoming instructions, the initiatives and goals we provide at the start, match the norms/values/beliefs of the existing system being targeted, the filters will accept it.

If the incoming message is in conflict with the system, the filters (automatically, unconsciously) discard, mistranslate, or resist it. It’s biologic and of out awareness, an act performed by dopamine.

Since our unconscious brain is the instigation point that causes us to ‘do’ who we are, our behaviors arise from the way our brain translates (mistranslates) incoming vibrations (words, messages). So a behavior is nothing more than a response, the output of a chain of events set up to comply with the norms and values of the system – the person – they represent. Behaviors (outputs) are the very last element that arise from a string of commands from our brain.

Simply put: When people receive inputs that are out of alignment with their SOM, they resist. Resistance is merely a reaction from the part of the brain that thinks it’s at risk. It has nothing to do with intent. It’s not malicious. It’s neurologic.

This is what we overlook during change initiatives: when we get an unwanted reaction from an initiative, we end up trying to change a behavior by trying to change a behavior – push change from an output that’s already been programmed! It’s like trying to change a chair into a table!

Unfortunately, by the time there’s a reaction it’s too late. Here’s my podcast series on change without resistance.

It is possible, however, to avoid the problem altogether. To get a different response, a new output, we just need to create a different input.


To make sure new directives are approved, carried out, and enlist buy-in; to make sure we achieve goals that produce Excellence; our change initiatives must comply with people’s mental models and personal beliefs or the brain thinks it’s at risk and balks to protect the system.

When leadership tries to elicit behaviors before enlisting the brain circuits that protect the SOM, the belief-based filters that check incoming messages will discard or resist anything that doesn’t match the existing norms of the system.

There’s a simple way to fix this problem, but I’m going to ask that you don’t resist what I’m saying out-of-hand: We can bring in the stakeholders, the folks who will be performing the new initiative, before the initiatives are developed, before the goals have been established and have them design the initiative. (Note: no problem set can be fully understood without the input, the knowledge. of the entire stakeholder body anyway.)

This ensures that the values, the SOM, of the stakeholders will become part of the new initiative and the brain will happily generate the new behaviors with passion and creativity, responsibility and ownership. And no resistance!

By starting with a goal in mind, by beginning with outcomes and targets and proposed action, by designing initiatives to conscientiously overcome resistance by including users somewhere – too late! – in the process, current change management models unwittingly instigate the very resistance they seek to overcome.

And note: it’s not possible to attempt to ‘gather data’ to capture the SOMs to include in the initiative as the both the questions and answers will be biased by the direction already set; and conventional questions don’t get into the unconscious anyway.

Everyone involved (or a very comprehensive set of representatives) must sit down together – maybe for an offsite day with an outside consultant – and brainstorm ideas, needs, fears, feelings, job descriptions, collective goals, and dreams.

I’d even suggest there be only representation from leadership, with the bulk of the participation coming from the users. After all, folks in leadership have different jobs, different goals and viewpoints, different knowledge of the day-to-day ops, different SOMS than the managers and staff who will carry out the initiative.


Here are a few starter questions to create compliance and joy throughout the life of the initiative:

  • What’s the best idea, the best aspiration, to begin from that will result in goals that match the beliefs, the integrity, the vision, of those who will carry out the change?
  • What if we begin with a goal of Excellence, not specific actions?
  • How can we design initiatives in a way that expands possibility and invites buy-in, creativity and vision over time?

Will goals be met in the exact way the leadership team originally envisaged? Nope. But they never are anyway. The goals will be met, just differently and with long-term follow through and universal buy-in.

I’ve written extensively on this and developed several models and tools that create comprehensive teams, unearth the SOMs, and design goals and action items that lead to Excellence far beyond anything originally envisaged. Please contact me to either help you design a new initiative or coach you through one you’re currently involved with. Here’s how an article on how I’ve used my thinking in one industry (sales) to facilitate change and avoid resistance.

For now, here’s an example of how I enlisted the buy-in of a resister who wasn’t even compliant with the coach hired to help him keep his job.


I once got a call from a very noted coach (once on the cover of Inc Magazine) who had a problem he needed help solving. He had been hired by a senior manager (Susan) from a company going through change. She was having difficulty enlisting the agreement of one of their top, well-respected managers and asked Ed to coach the guy (Lou) to perform the new behaviors or he’d be fired. Ed said he’d tried for three months to get Lou to do what he’d been asked to do – set agreed-upon target actions and goals for Lou – only to have Lou miss deadlines and overlook entire segments of his agreements. Ed thought that maybe I’d have a different way to think about helping Lou and save him from losing his job.

Ed agreed to do a role play with me during which I used my facilitation process that targeted Lou’s underlying, baseline sentiments. With no real knowledge of what Lou would say, Ed responded using bits he’d heard from Lou. We had the following conversation (Note: I knew nothing about either Lou or the initiative.).

SD: Hi Lou. Before we begin, I’d like to thank you for being willing to speak. Seems you were not given a choice about speaking with me. Do I have your approval? I don’t want you to be forced to speak if you don’t want to.

Lou: You’re right. So much seems to be going on that I have no say about. But I know Susan is trying to help me keep my job. So I’m happy to speak. Thanks for asking.

SD: I hear both Susan and Ed have been trying to encourage you to take on new tasks and there seems to be a glitch in your uptake. What has stopped you from being comfortable doing what they need you to do?

Lou: I have some questions. I was hired to do my original job and I’ve done it well. Over the years I’ve come up with creative solutions, hired terrific people, and have been successful. I’ve gotten promoted and rewarded, and by now part of my identity is based on my success. Now they want me to do X. Who will take over my old job and do it as well as I did? Maintain the relationships with my staff and clients? And what happens to me? Given it’s a wholly new job description, how do I know I can do it? And no one will be teaching me because it hasn’t been done before. What happens if I don’t succeed? I’ve never been unsuccessful before. Seems they’ve given me a lose/lose situation. If I do what they want me to do, I’ll end up being fired for incompetency anyway.

SD: Wow. So you had no input into this new role before it was given to you, weren’t included in the creation and description of it, don’t know if you know how to do the work, don’t know how to be good at it, and might end up losing the success you had in your current job! That’s a lot. What has stopped you from telling this to Ed or Susan?

Lou: I tried to tell Susan but she told me they trusted me and just concentrate on doing the new job. But that didn’t handle my fears or loss of identity. When I started working with Ed he just gave me targets for each part of the new job and never discussed my personal challenges.

SD: Oh! So if Susan could make sure your current job will end up in good hands with continued great results, and you could have someone guide you through the new job with an agreed-upon learning curve, it would be easier for you.

Lou: Right. But I’d also need to have a say in how the new job is defined. As I can’t know what I don’t know before I start, I can’t know what would need to change in the job description they’ve provided. If I can have a say in how I will accomplish what they need accomplished, and have the time to get good at it, AND my original job is being done well, I have no problem being compliant.

When we were done, I asked Ed why he hadn’t considered my line of questioning since he apparently had all the data.

Ed: I heard him say those things, but because they seemed to have nothing to do with my job of getting him to ‘do’ the necessary behaviors, I ignored them!

This is a true story. How many people have been fired because they didn’t ‘do’ what they were told to do, and this type of conversation hadn’t occurred?

The belief that a change initiative must be agreed-with as per leadership’s vision has caused great harm in corporations and people. In 2004 I spoke with the then-CEO of Kinkos who traveled to all U.S. sites to visit 30,000 employees to announce the FedEx/Kinko’s merger. He used a multi-million-dollar deck to make his announcement. How did it go? You decide.

Kinkos: I had trouble convincing about 10% of them to get onboard.

SD: What happened to them?

Kinkos: It became a retention issue.

SD: You fired 3,000 people because they didn’t like your dog-and-pony show??

Kinkos: Yes, but it wasn’t a big loss. They were the folks who had been around from the beginning and were expendable.

He fired the very core, the very foundation of his business, the folks who carried the history and heart of the company, because he had no capability of enabling collaboration and a joint vision.

Indeed, there is a way to create productive routes to outcomes that carry passion, ongoing success, and happy people. I’ve dedicated my career to creating mind-brain, conscious-to-unconscious models that make systemic change possible and very easy. Contact me and we can discuss: sharondrew@sharondrewmorgen.com.


Sharon-Drew Morgen is a breakthrough innovator and original thinker, having developed new paradigms in sales (inventor Buying Facilitation®, listening/communication (What? Did you really say what I think I heard?), change management (The How of Change™), coaching, and leadership. She is the author of several books, including the NYTimes Business Bestseller Selling with Integrity and Dirty Little Secrets: why buyers can’t buy and sellers can’t sell). Sharon-Drew coaches and consults with companies seeking out of the box remedies for congruent, servant-leader-based change in leadership, healthcare, and sales. Her award-winning blog carries original articles with new thinking, weekly. www.sharon-drew.com She can be reached at sharondrew@sharondrewmorgen.com.    

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