X Ambassadors vocalist Sam Harris is the kind of guy who when everything appears to be rosy in his life, fears something bad is about to happen. He reflects on his pessimistic disposition on this song. Harris explained a track-by-track commentary: "Whenever things are going really, really well in my life I always, no matter what, I'm kind of like, I get a little anxious because I'm waiting for the other shoe to drop."
Harris explained to Pop Monitor that the song started as "a guitar thing I was messing around with." Producer Alex Da Kid then "turned it into this house beat."