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This study examined how physical education teachers progressed through the process of designing and implementing multi-dimensional, health-based afterschool programs (ASPs) as part of a university-supported professional development initiative. Using the Transtheoretical Model as a guiding framework, qualitative data from surveys, interviews, focus groups, and teacher portfolios were thematically analyzed. Two core themes emerged: 1) Building readiness for change and 2) enacting and sustaining implementation, with subthemes aligned to the TTM’s processes of change. Teachers were motivated by students' social-emotional needs and supported by relationships with the school and university. Findings highlight the importance of emotional readiness, contextual adaptation, and sustained support in empowering educators to create inclusive ASPs that integrate physical activity, SEL, community engagement and access for students.