David Holz's Midjourney: Building Bold, Staying Independent

Hey, Justin here, and welcome to Just Go Grind, a newsletter sharing the lessons, tactics, and stories of world-class founders! Today’s deep dive is available for premium subscribers.

I'm looking for one great sponsor to partner with Just Go Grind.

Each week, I feature conversations with world-class founders like John Andrew Entwistle (Wander), Waseem Daher (Pilot), Jacob Jaber (Philz Coffee), and Dave Fontenot (HF0). The podcast runs weekly, and with the right partner, I’d love to ramp it up.

The sponsor package includes:

• Mentions on the podcast (Podcasting platforms & YouTube, 60s pre-roll)

• Feature in the newsletter (20k+ subscribers, 52% open rate)

• Distribution across social video clips and content (Thousands of views)

• Optional add-on: shoutouts in The LA Grind (a fast-growing local newsletter for LA’s most ambitious founders, 600+ subscribers and climbing) and visibility at events

Packages start at $5K for a full month. If you're serious about reaching high-quality builders or know someone who should be in the mix, fill out this quick form or reply directly to this email:

Sponsor interest form

Would love to lock in the next sponsor this week.

I’m hosting a hike for the LA startup community next week as part of The LA Grind.

​It’s a chance to take a break from your screen for a couple of hours, exercise outside in the lovely LA weather, and meet some great founders, operators, investors, and more in the LA startup ecosystem.

Move events coming up soon!

Join us for the hike here.

The story of David Holz is one driven by curiosity.

Curiosity that extended not only to the world around him but also to the one that, for decades now, has been quietly building behind our screens.

Exploring computers from an early age gave him just a glimpse of what technology could be like in the near future: pretty much limitless.

And so, he made it his mission to uncover the possibilities the digital world could offer when combined with human abilities; first through Leap Motion, and later, through Midjourney.

From excitable gamer to dedicated student, from innovation leader to “the man who said no to Apple, twice” — David has become one of the defining voices of the AI generation, and one of its most optimistic.

KEY TAKEAWAYS FROM DAVID HOLZ

Don’t have time to read the whole piece?

Here’s what you need to know from Midjourney’s David Holz, tying his lessons into ones we’ve previously learned from other founders we’ve covered:

• Balance passion with practical timing. David’s leap into gesture-based tech with Leap Motion was visionary, but the market wasn’t fully ready, making the road harder. When you’re pioneering, timing matters as much as the idea. Gauge the ecosystem’s readiness before committing massive resources.

• Stay independent when it matters. David turned down Apple twice because he believed Leap Motion’s potential was broader than what any one corporate acquisition could allow. Know when to say no, even to giants, if it means protecting the long-term vision of what you’re building.

• Make your product social early. Midjourney’s growth exploded by leaning into community from the start, using Discord not just as a platform but as a social amplifier. Think beyond the product itself and design ways for your users to co-create, share, and push each other’s imagination forward.

• Frame your tech as an amplifier, not a replacement. David’s philosophy with Midjourney is that AI should expand human creativity, not replace it. As you build, ask: how does this make my users more powerful, confident, or imaginative? Tools that empower people’s strengths have staying power.

• Bootstrap when it fits the mission. Midjourney runs with no investors, staying small and mission-driven. This has kept the focus on meaningful projects rather than constant growth or exits. Consider if staying lean and independent can give you more freedom to experiment and stay aligned with what really excites you.

The mastermind behind Midjourney was born in 1988 in Seattle, but raised in the sun-kissed Southern Florida, in the town of Fort Lauderdale.

Through his dad came an early exposure to innovation and technology, and maybe even subconscious inspiration for what later became Midjourney’s name and logo.

See, although David’s father was a dentist, he didn’t work at any conventional dental practice, but at a sailboat instead. He sailed around the Caribbean to treat his patients. And while he didn’t exactly bring many things along in his travels, he did have a computer to manage his onboard dental clinic. Keep in mind - the idea of portable technology we’ve gotten so used to nowadays was still a crazy thing to picture back in the mid 90’s.

This wasn’t David’s only encounter with technology from an early age. Having grown up in an “elderly neighborhood”, he found himself in solitude most days than not, which turned out to be the perfect environment to start exploring the vast potential of the technology around him, even beyond the conventional use his father gave to his computer.

On one hand, he spent time taking apart and analyzing any device he could get his hands on, this way grasping the complexity of the hardware. On the other hand, he discovered Scheme and dipped his toes into programming for the first time.

Believe it or not, a good part of Midjourney’s original story can be traced back to Star Wars: Jedi Knight Force 2. The fascination with the game led him to discover the potential behind programming: it wasn’t just about shooting rockets out of his character’s hands, it was about bringing to life any product of imagination by manipulating the digital world.

And as a domino effect, after an early awakening on his fascination with technology, he set up his very own design business by the time he was in high school, which unmasked a true passion for entrepreneurship as well.

David wasn’t only passionate about understanding the possibilities of the digital realm, however. He was equally interested in the natural realm too. He considered himself a “scientist at heart” from a very early age, which inspired him, many years later, to pursue a dual degree on both Mathematics and Physics.

He attended the University of North Carolina at Chapel Hill, and after graduating he was presented with a choice: whether to continue his advanced studies on either his preferred subjects. He made a deliberate choice then and there - a PhD in Applied Mathematics would leverage his theoretical background and computer science knowledge to drive technological advances.

David’s talent and capabilities quickly caught the attention of prestigious institutions such as the Max Planck Institute and none other than NASA Langley. This allowed him to work with some of the brightest minds in the field, and certainly catapulted him from being a university student to becoming a leading contributor at the forefront of aerospace and innovation.

This period, however, was also marked by an overwhelming feeling of pressure for David. Juggling the research work on top of the PhD was getting to be too much; and as if that weren't enough, there was still a thought going through around his head.

See, the hundreds of hours spent on scientific research didn't only mean learning and getting unparalleled experience in the field; but on a daily basis, it mainly meant a lot of typing. David got as familiar as any to the functionalities of keyboards, mice and screen touch on computers, and found himself inspired—what if technology could reach a more natural and intuitive form of interaction with human movement?

That was the beginning of his first startup, Leap Motion.

By 2010 David was living in San Francisco, and he was already working towards a revolutionary way for people to engage with technology.

Touchscreen system had significantly developed through the 2000’s, and 3D modeling was at its peak, but he still found gesture-based interfaces to be unexplored and underutilized in the field.

The realization struck him during a typing class: unless all the barriers of traditional input devices were removed, digital creation would never be able to fully replicate the fluidity and precision of real-life hand movement.

Under the idea that there was still a lot of room for innovation in human-computer interaction, David Holz and his childhood friend Michael Buckwald—CTO and CEO, respectively—founded Leap Motion in 2011.

Headquartered in SF, the startup was quickly eyed by Silicon Valley investors and raised $1.3 million in the seed round. And by January of 2013, it announced a $30 million Series B funding round from top-tier firms including Founders Fund and Highland Capital Partners.

Leap Motion’s hand-tracking technology used a number of camera sensors to map out a 3D workspace in which the user could operate as they normally would, with pretty much no distance restrictions yet extreme precision.

The product launched in July 2013, paired with Windows and Mac computers, and it cost $80. The initial feedback was more than positive.

It became clear, however, that for both users and for Leap Motion there was still so much more to be explored when it came to hand gesture features.

But imagination was never lacking for David Holz.

There was even a hint of David’s artsy side that would later manifest in his vision for Midjourney.

Through the years, Leap Motion prioritized the improvement of the tracking system by making it all the more intricate with each new version.

By late 2013, Leap Motion had raised its Series B at a valuation of $306 million, but according to Business Insider, “its founders told their team that the fledgling startup was worth more, announcing that Leap Motion was potentially even worth $1 billion”, which would make David’s first company already a unicorn.

Within this framework, at 25 years old, both Holz and Buckwald were listed in Forbes' "30 Under 30" list alongside tech luminaries like Snap’s Evan Spiegel, Pinterest’s Tracy Chou, and Stripe’s Patrick Collison.

Furthermore, the company itself became a true leader in the field during the rise of human-computer interaction innovation. Through the years, Leap Motion prioritized the improvement of the tracking system by making it all the more intricate with each new version.

So much so, that it caught the attention of one of the industry’s giants.

REJECTING APPLE NOT ONCE, BUT TWICE

At the height of their innovation wave of the 2010s, Apple was quick to show interest in integrating Leap Motion’s gesture control into their suite of products.

At the time, hardly any other company could match Apple; not just in global reach, but especially in its timely relevance. In theory, joining forces with such a mainstream platform promised unprecedented scale for Leap Motion, and marked a potential step toward truly shifting the paradigm.

A formal acquisition proposal was made in 2013. David said no.

Despite all the rumors surrounding the decline —and even the infamous claim that David called Apple “the devil”— the bottom line is: Leap Motion just wasn’t ready to bow to another company, no matter how big the tech giant.

It was a stance in favor of Leap Motion’s potential to impact a wide range of applications and industries, beyond what might have been possible under the umbrella of Apple or any other top technology player.

It reflected David’s belief that true innovation often requires the freedom to explore uncharted territory without being constrained by the priorities and strategies of a larger entity.

In 2018 there was a further attempt from Apple. Negotiations made it farther this time, but the deal for a figure between $30 million and $50 million fell through just a few days before it was expected to be closed.

By this point in time, however, David’s mind was already elsewhere.

In the end, Leap Motion was acquired by the UK-based company Ultrahaptics in 2019, and the merged entity was rebranded as Ultraleap.

One major lesson from David’s time leading Leap Motion was the critical importance of timing.

Leap Motion’s technology was arguably ahead of its time. The ecosystem wasn’t yet ready for such a shift, and it took time until device compatibility wasn’t an issue anymore. So, while being a pioneer defined much of David’s early career, the “uphill battle” aspect is not to be underestimated.

For his next project he took a different path: this time, he bet on the undeniable rise of generative AI.

Become a paying subscriber to get access to this post and other subscriber-only content.

Already a paying subscriber? Sign In.

A subscription gets you:

• • Premium subscriber-only editions
• • Access to 65+ founder deep dives and the entire history of posts
• • Event discounts & early access