Policy referendums around the world succeed regularly and on important policy areas. But why do these policies pass by direct democracy and not through the legislature? While previous work has explored mechanisms that help explain policy incongruence, less work has considered how this impacts policymaking in systems where citizens have alternative venues to pass legislation. I test two novel theories – exploring institutional and behavioral factors respectively – using a combination of district-level voting data, campaign finance information, and a survey of state legislators to understand why policymaking occurs via ballot initiative and not the legislature. I find successful initiatives tend not to be fully captured by the partisan dimension and are supported by more ideologically extreme donors than successful legislative candidates in the same cycles. Taken together, the evidence suggests that initiatives succeed when policies have not taken root in the mainstream policy networks that regulate conventional policymaking.