The grokking phenomenon as reported by Power et al., refers to a regime where a long period of overfitting is followed by a seemingly sudden transition to perfect generalization. In this paper, we attempt to reveal the underpinnings of Grokking via a series of empirical studies. Specifically, we uncover an optimization anomaly plaguing adaptive optimizers at extremely late stages of training, referred to as the Slingshot Mechanism. A prominent artifact of the Slingshot Mechanism can be measured by the cyclic phase transitions between stable and unstable training regimes, and can be easily…Apple Machine Learning Research