Memory cells are described along with methods for manufacturing. A memory cell described herein includes a bottom electrode, a top electrode overlying the bottom electrode, a via having a sidewall extending from a bottom electrode to a top electrode, and a memory element electrically coupling the bottom electrode to the top electrode. The memory element has an outer surface contacting a dielectric sidewall spacer that is on the sidewall of the via, and comprises a stem portion on the bottom electrode and a cup portion on the stem portion. A fill material is within an interior defined by an inner surface of the cup portion of the memory element.