Detailed electron microscopy and atom probe tomography (APT) techniques were used to systematically quantify the chemical and morphological instabilities that occur during aging of polycrystalline Ni-base superalloys containing elevated levels of refractory alloying additions. The morphological changes and splitting phenomenon associated with the secondary γ' precipitates were related to the discrete chemical compositions of the secondary and tertiary γ' along with the phase compositions of the γ matrix and the γ precipitates that form within the secondary γ' particles. Compositional phase inhomogeneities led to the precipitation of finely dispersed tertiary γ' particles within the γ matrix and secondary γ particles within the secondary γ' precipitates, which, along with surface grooving of the secondary γ' particles, contributed to the inverse coarsening or splitting of the precipitates during aging.