Background: Understanding the personal and professional motivations that shape learning needs is fundamental to high-quality continuing nursing education (CNE). This statewide survey assessed nurses’ CNE needs, learning priorities, perceived benefits and barriers, and motivation for voluntary CNE participation. Methods: An online needs assessment accessed through state professional organizations’ websites and various health care facilities was available to all registered nurses in the state. The needs assessment included demographic and professional characteristics and items related to CNE preferences and barriers. Results: Among 672 nurses, motivating factors for CNE participation varied and priority learning needs included leadership and management, evidence-based practice, and advanced practice issues. CNE program costs, travel, and time away from work were key barriers to participation. Conclusion: CNE participation is influenced by personal, professional, and organizational factors. In the absence of state mandates, policy changes are needed to promote CNE and overcome persistent barriers to participation.