Originally, the songwriting session was just Kelsea Ballerini, Jason Duke and Ryan Griffin, but as they were leaving their meeting they bumped into their pal Josh Kerr. The foursome decided to hung out for a while, during which time Kerr started scatting out the song's signature lyrics. "Josh had to walk out of the room for a second and run back over to the studio to finish a mix or something," Griffin recalled to Taste of Country
, "so we started vamping on that song. I started kind of singing the outro part of it. Just kind of coming up and Kels was just throwing in the words as I was singing it, and then Josh comes in and he grabs it and puts his little Josh Kerr melody on it, which is kind of like the spoken part."
"I had the title in my phone for a long time and it was always just a fun, flirty title," Ballerini added. "I think country music is in this cool place right now where they're kind of letting other genres bleed in a little more, so we wanted to do that."