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Purpose: Despite frequent reference to "culture change" in discussions surrounding well-being in medical education, little work has been done to elucidate how medical students conceptualize culture in medicine, how they believe this impacts well-being, and their perspectives on the concept of culture change. This study aimed to gain a deeper understanding of how clerkship medical students conceptualize culture in medicine and determine what influences and shapes this perception. Methods: Qualitative, semi-structured interviews were conducted with 15 clerkship students attending three different Canadian medical schools via Zoom. The interview transcripts were coded and analyzed using thematic analysis. Results: We identified several major themes. Medical culture is partly shaped by how learners perceive and attempt to navigate the learning environment. Students report experiencing significant effects of medical hierarchy and power structures during their education and that students feel the learning environment is highly competitive which leads to the need for impression management. Participants noted adapting to this culture required one to not internalize and instead reframe negative experiences. Conclusion: Our in-depth exploration of how clerkship students conceptualized and perceived the culture of medicine revealed that learners view many opportunities to optimize the culture in medicine. These findings provide important insight and tangible opportunities for improvement.