The instructional innovation incubator (i3) model is a fully immersive, multi-campus, residential experience designed to address the wicked problem of online teaching and learning. This paper details how we used design thinking to hatch, design, prototype and implement the i3 model, a radical departure from conventional practice in educational development practice and our efforts to measure its effectiveness within the University of North Carolina (UNC) system from 2014-2016. To measure the success of our i3 learning launch from 2014-16, we collected open-ended survey data from each of the faculty participants. The analysis revealed four themes: (1) mindset (2) interdependence and (3) discovery and (4) rhythm. Our experience indicates that the i3 design succeeded in overcoming significant barriers and shifted how faculty think about online teaching and learning.