Noah Cyrus broke up from her lover on July 4, 2018 following two-and a-half years together. The relationship was toxic, as her boyfriend had alcohol issues. I've been holding back tears While you're throwing back beers I'm alone in bed He also dished out verbal abuse and was manipulative. 'Cause you remind me every day I'm not enough, but I still stay The dude was sucking the confidence out of Cyrus. She recalled to Genius: "I genuinely felt like I was not enough and that I would never be enough, and that was the worst feeling ever." However, Cyrus struggled to end the toxic relationship as she feared the heartbreak, though her "heart was already in a million pieces."

Cyrus wrote the song with PJ Harding and Michael Sonier in Bali during a writing camp. They penned it around July 2019 at a time when she was thinking about her breakup the year before. It was Cyrus' first time writing with Harding and Sonier; she started telling them her toxic relationship story so they could get to know each other better. They all realized they'd been through similar experiences. The songstress told Rolling Stone that once they started writing, "the words just flowed."

Cyrus tried to mirror one of her favorite artists, Brandi Carlile, when she penned the song. At one point she decided it needed some whistling to give it the singer-songwriter vibe. Cyrus can't whistle, so she asked Harding to instead.