When it comes to villains, the world of D&D has some extremely memorable characters. Count Strahd Von Zarovich, Lord Soth, Lolth, and Acererak among others fill out that list. If you've played the game any length of time, you may have heard of at least one or all of these BBEGs. Strahd is especially popular these days, and that's thanks in no small part to his traits as a villain which make him stand out so much from your run of the mill lich or beholder end boss. It can be fun to go up against a straightforward super evil villain now and again, but if you really want to challenge your players, you want a villain with some pizzaz, who has some motivations and ideals that might be somewhat sympathetic. I'll tell you how I personally do it, as someone who has been a Forever DM.
BACKSTORY IS KEY
A couple things you really need to be conscious of with your villains is where did they come from, and how did they get to be the villains they are today? This is not always an easy set of questions to ask yourself about the BBEG. In a pinch, sure - you can just kind of pull an origin out of your butt and the players won't know the difference or even care, especially if you're an experienced DM/GM. However, falling into that mindset when it comes to designing your villains will lead you to having the same type of villain in every game you design for your players. While good once, or maybe even twice, ensuring that your villain has a complex and feasible backstory will only enrich your game and elevate it beyond even what you thought you could achieve. Think of all of your favorite villains from pop culture and look at why you enjoy them. In most cases, you're going to find that it's because they're complex characters. Omni Man from Invincible is a great example, because on the surface he's enjoying life with a human woman and even a son they both had together, but underneath he's essentially a sleeper cell for a superpowered race of aliens that want to conquer life on other planets. If he were just an evil Superman clone, he wouldn't be nearly as interesting. Homelander is another great example from The Boys. He's definitely one of the baddies, but sometimes he comes across as sympathetic because we know he was essentially created in a lab and has an inferiority complex though he is one of the most powerful beings on the planet.
One unspoken rule about villains is they usually have to have something about them that makes them inherently cool. Whether it's a costume, a weapon, or an ability (or sometimes all three) most memorable villains have something about them that makes them stand out. Where would He-Man be without Skeletor and his iconic blue/purple coloring and imposing skull face and staff? Where would Lion-O be without Mumm-Ra and his epic voice and iconic look? Where would Luke Skywalker be without Darth Vader and his blood-red lightsaber and epic costume and James Earl Jones voice? When you're designing a villain, make sure to think about something that will cause them to stand out. For me, I usually start with a weapon. Don't go with just any magic sword, go for one that seems a bit extra. Whether it's a flaming long sword or extremely long metal claws or even a firearm, make it seem extra deadly. Even if you don't give the villain a memorable weapon, at least give the villain a terrifying skill. One of the best villains ever written in my opinion is Hans Landa played by the amazing Christoph Waltz from the film Inglorious Basterds. He is not deadly in the traditional sense, but despite having no memorable outfit (he dresses in a Nazi uniform) or cool weapons or outward appearance in general, his intellect makes him fearsome and terrifying. Hans Landa is something of a German Sherlock Holmes, and in writing his character, Quentin Tarantino takes everything you love about the Sherlock Holmes character and flips it on its head and makes you really think how deadly Sherlock Holmes would be if he were a villain. His intellect is what makes Hans Landa "cool" so it doesn't always have to be appearance based. Just think what might set your villain apart from the rest.
LET VILLAINS BE VILLAINS
There has been a trend in recent years that has been unsettling to me as a viewer of many movies and reader of many books, and player of many games. Too often lately there's been a trend of making villains too sympathetic. I mean, we got an entire movie about the character of Cruella Deville from 101 Dalmations and she literally kills puppies, and they want us to understand why she is the way she is. For me, this muddies the morality too much for stories to be fully enjoyable. Because of the failures of elected officials and authority figures in our real world in current times, especially in the United States, this has resulted in many characters who would normally be viewed as heroes as being half-villains or unsympathetic heroes (did I just create that term?); characters who are on paper supposed to be the good guy, but when placed against the villain's backstory puts the hero in a new unfavorable light that almost makes you root for the villain instead. In The Last Jedi, for example, Luke Skywalker is a hero from the original Star Wars films but to cast a more sympathetic light on Kylo Ren/Ben Solo, we witness Luke almost striking down his sleeping nephew with a lightsaber and saying that the Jedi order needs to come to an end. In The Last of Us II, Abby brutally murders Joel in front of a wailing Ellie and then Ellie tries to hunt her down for revenge, but we see from Abby's point of view that Joel in particular ruined her childhood and now Ellie has become the villain in her current life. In both cases, the story has intentionally given too much sympathy to the "bad guys" in the stories, so much so that you almost root for the villains instead. Seeing Luke about to kill Ben Solo in his sleep, it's no wonder why Ben turned to the Dark Side. Taking part as a gamer in the brutal torture of one of Abby's friends at the hands of Ellie, it's no wonder that Abby is seen in a more favorable light. However, the creators of these stories intentionally muddied the morality to try to create complex views on heroes and villains, and the end result was far from perfect. In The Last Jedi, what's ignored is that despite the Jedi's hubris and downfall, the Order did protect billions of lives from not only the Sith, but from other evils in the world and in the absence of Luke's influence, the only thing his departure caused was more death and terror - so the Jedi are definitely not in the same league as the Sith when we're talking morality. In The Last of Us II, Abby worked for a murderous despot who tortured and killed and had a dedicated chamber for doing both those things. Abby was a soldier whose only focus was vengeance and the real message from the game should have been how Ellie almost became Abby in her quest for vengeance, but because the creators made Abby's character too sympathetic, it muddied the morality waters so much that Ellie was looked at as being more monstrous than Abby when in the end she actually let her anger go and let Abby live, where Abby brutally murdered Joel. In your stories and 5E adventures, make the villains complex by giving them some sympathetic qualities, but in the end give them the flawed logic and selfishness of an actual villain. Walter White from Breaking Bad illustrates this perfectly, as well as Thanos from the MCU. They may have had a sympathetic start, but ultimately their logic is flawed, and they are blinded by their own ideologies or power. Don't try to subvert expectations too much when it comes to who the bad guy is. Let villains be actual villains. It will make your heroes that much more heroic. Nobody feels good being a sad, ineffectual hero. (Looking at you, Luke Skywalker from The Last Jedi - that guy drinks sad alien milk out of an alien cow udder)
EXPLOIT YOUR CHARACTERS WEAKNESSES
A good villain is only as good as their dastardly actions. After all, they wouldn't have become the villains if they weren't good at being...villainous. Even if your villain isn't a mastermind like Hans Landa from Inglorious Basterds and is instead a hulking brute like Abomination from the MCU, it doesn't mean your villains wouldn't have strategies based around their own strengths and weaknesses. A good resource for cunning enemy behavior is The Monsters Know What They're Doing, which is a great blog (and book series) that explores tactics and motivations of several monsters and individual fantasy races. Don't be afraid to have your villains gather intel on the characters with each enemy encounter. If the villains know something about the characters, such as was the case in the movie Gladiator when Commodus turned on Maximus and had his family killed (because Commodus knew Maximus only wished to return home), it can create much more investment by the players in their quest to stop the villain. Don't be afraid to put loved ones and friends of the characters on the chopping block.
These are some of my techniques as a DM who has been in practice since 2nd Edition. Take what you want, leave the rest, and just have fun with it. There's no one rule that can be set in stone when it comes to these games. While I have you here, also make sure to check out our new Kickstarter which features NPCs (including villains) for use in your TTRPG games. They are all system neutral, to boot. The name of the project is Villains & Villagers! Let us know if you have any techniques for creating compelling villains down below in the comments!