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Pharrell Williams made the instrumental in 2014 and had meant it for Fabolous. Lamar started writing as soon as he heard it, though at first he felt it did not fit the jazz and funk of the album. Sounwave and Terrace Martin then worked drums into the track, and Lamar approved it. Pharrell sings the hook, Terrace Martin plays alto saxophone, and the lines that open it come from Alice Walker's The Color Purple. Lamar told MTV News he found inspiration while visiting South Africa. A character named Lucy runs through the album and appears here.

It was released to radio on 30 June 2015 as the fourth single. In 2015 youth-led protests against police brutality were heard chanting the chorus, and Rolling Stone, People and Complex called it the unifying soundtrack of the Black Lives Matter movement. Pitchfork put it first on its list of the 100 best tracks of 2015 and named it the best song of the 2010s. It won Best Rap Performance and Best Rap Song at the 58th Grammys. The black-and-white video, directed by Colin Tilley and The Little Homies, won Best Direction at the MTV Video Music Awards.

Lamar first performed it on the 15th BET Awards on 28 June 2015. He did it in a medley with The Blacker the Berry at the 2016 Grammys, at every date of The Damn Tour, and at the Super Bowl LVI halftime show on 13 February 2022.