Cleo is a high school sophomore living in New York City who loves Shakespeare and deeply feels the recent shifts in her life. Struggling with her parents' separation and the death of her grandmother, her primary source of distress is the unexplained distance between her and her longtime best friend. To cope with this emotional upheaval, she attempts to erase old memories by forcing herself into new experiences and friendships.

Layla is Cleo's childhood best friend who has recently started pulling away to spend time with the school's Chorus Girls. She is sensitive, has a stutter that makes her self-conscious, but also possesses a feisty spirit. Desiring acceptance and new avenues for her singing talents, she finds herself drawn to a new social circle that actively excludes Cleo.

Dominic, who goes by Dom, is a smart, sensitive classmate who recently moved back to New York from Georgia. He lives with his grandparents and helps them run their local diner, Dolly's. Sharing Cleo's love for Shakespeare, he provides her with a comfortable, safe space to retreat from her stressful school and family life.

Sloane is the confident and cruel ringleader of the Chorus Girls at Chisholm Charter. She quickly monopolizes Layla's time and attention, making it clear that Cleo is not welcome in their group. She is vindictive, easily provoked, and willing to use social leverage to hurt those who cross her.

Cliff is Cleo's father, who works at a school library and shares a close, almost idealized bond with his daughter. He is highly sensitive to Cleo's emotional needs, often bending the rules to spend time with her and help her cope with her anxiety. His recent separation from his wife deeply unsettles Cleo's sense of family stability.

Naomi is Cleo's mother, a busy and practical woman who struggles to connect with her daughter following her separation from Cliff. She enforces rules and worries constantly about Cleo's poor attendance and emotional withdrawal, often serving as the strict counterpart to Cliff's leniency.

Sydney is a classmate who notices Cleo sitting alone at lunch and reaches out to her. Having recently experienced a painful falling-out with her own best friend, she understands Cleo's isolation and offers to help her make new memories around New York City.

Ms. Novak is an English teacher at Chisholm Charter who runs a Shakespeare-themed summer program. She recognizes Cleo's academic potential but strictly enforces rules, requiring Cleo to tutor Layla to make up for skipped classes.

Gigi is Cleo's late grandmother who passed away four years before the events of the story. She was a stabilizing force in the family, often mitigating conflicts between Cleo and Naomi, and her absence leaves Cleo feeling unmoored during difficult times.

Willa is a student whose fractured friendship with Sydney initially mirrors Cleo's own loss. She is interested in music and has a tendency to flirt with other girls, which complicates her dynamic with Sydney.

Jase is Cleo's ex-boyfriend and current classmate. Despite their breakup, he attempts to act as though they are still close friends, creating an awkward dynamic for Cleo as she starts the new school year.

Lolly is Dom's grandmother who helped raise him in Brooklyn. She co-owns Dolly's diner with her husband and acts as a warm, welcoming presence for Cleo when she begins spending time at their home and business.

Pop is Dom's grandfather and the co-owner of Dolly's diner. He works hard to keep the struggling family business afloat and provides a safe, family-oriented environment for both Dom and Cleo.

Valeria is Sloane's cousin and a member of the Chorus Girls. Although she runs with the popular crowd and hosts their gatherings, she is generally kinder than Sloane and occasionally disagrees with the group's bullying tactics.

Mrs. Hassan is Layla's mother. She has known Cleo for years and maintains a close friendship with Cleo's mother, Naomi, often exchanging information about the girls' school attendance and behavior.